


Remembering September

by sunbean72



Category: Iron Man (Movies), Marvel Cinematic Universe, Spider-Man: Homecoming (2017), The Avengers (Marvel Movies)
Genre: BAMF Peter Parker, Gen, Heavy on the angst, I kind of wondered what things were like for Peter when he got his powers, Like, More tags to be added, Peter Parker Needs a Hug, Post CA:CW, Protective Pepper Potts, Tony Stark Has A Heart, Tony Stark Needs a Hug, VERY ALLUSIONAL, and you know, angst uh finds a way, dad!tonystark, did I mention i don't know what I'm doing?, he and tony need each other, he puts a lot of pressure on himself, he's such a great hero, helping the little guys, i love it, it's the song Tony's mom is playing in CA:CW during the barf scene, may parker - Freeform, neighborhood spider-man, remember september, saving the day!, senses dialed to eleven and whatnot, she did the art and i luff her, the amazing runningandnotslowingdown, the fact is I don't, this is LLLOOONNG
Language: English
Status: Completed
Published: 2018-02-24
Updated: 2018-02-27
Packaged: 2019-03-23 04:23:16
Rating: General Audiences
Warnings: No Archive Warnings Apply
Chapters: 5
Words: 25,220
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/13779618
Author URL: https://archiveofourown.org/users/sunbean72/pseuds/sunbean72
Summary: As Tony confronts his past demons using BARF, Peter’s enhanced senses allow him to experience the world differently from others. When BARF malfunctions and someone needs to rescue Tony, Peter might be the only one who can save him.





	1. what they heard

**Author's Note:**

> The Incredibly Talented™ tumblr runningandnotstopping provided the beautiful art work please go check her out, follow her blog, and worship her from afar like me. Art to be embedded in later chapters for your viewing enjoyment

_December 2016_

_I know that road. What is this?_

It was a stupid question. Howard had said, Howard who could never approve only correct, said that the only stupid question was the one you already knew the answer to. But it was one of the many things that Howard had taught him that stuck with him his whole life, came up at odd moments like this one. Of course, it had just been Tony, as a child, looking for his father’s confirmation. Looking for his approval. Looking for his appreciation, his love, even a small smile.

As soon as he saw the road, he felt a horrible dread, a sneaking, throttling fear of what he was about to see. He knew what it was. In his brilliant mind, things he hadn’t even known to think or worry about clicked into place with awful and terrible clarity and he dared not look at Steve, he knew that road, knew what he was about to witness.

Howard Stark was not a giving man. Not then, not now. And he didn’t know his son was watching. He might have done something differently, no way to know. He might not have spent his last words pleading. “Help my wife. Please. Help.” Didn’t know anyone was watching, he was dazed from the accident, he looked up and recognized James Barnes which why would he, how could he, but it was clear on the audio. The two, victim and murder, spent a few of the precious last seconds of Howard Stark’s life just looking at each other. “Sergeant Barnes?”

Stupid question.

“Howard,” Maria said. At the sound of her voice Tony finally looked over at James Barnes, just beginning to realize, his horror starting, his anger, and to his credit, Barnes met his eyes, let him see his guilt, his shame, and yes his fear. He wasn’t afraid for himself, exactly.

In two swift motions, the life of Howard Stark was over. That was immutable. There was nothing Tony Stark could do now, watching the video of it. No changing, no chance. The man carrying out the action, carrying out the murder, was three feet from him, but he couldn’t _do anything _except watch. Punch one-- blunt force trauma to the face, already damaged in the crash, shattering the bones in the skull: the nose and orbits, the frontal. Punch two-- furthering the trauma, inducing acute, traumatic brain injury, severe enough that the injuries were not compatible with life.__

__Still, it took a moment. For the blood, freed of its vessels by the overwhelming damage, took several seconds to fill the areas within and around the brain. The pressure became immense, the brain tissue compressed. He wasn’t quite dead when the Winter Soldier threw his body on the seat, staged his head against the steering wheel, but almost certainly at that point he was not aware of anything. And within a few minutes, it was over. It was likely he didn’t suffer much._ _

__His son’s suffering was just beginning._ _

__“Howard,” Maria whimpered. She _was_ still aware, on the other hand. She watched him die. _ _

___Old man was a pain in the ass, but he and mom always made it work._ _ _

__In horror, in grief, she was not looking for the murderer, for escape; she had eyes only for her husband, she hadn’t had a chance to say goodbye or express love, nothing, she didn’t see the face of the man whose hand closed around her throat. Perhaps it hurt less, or perhaps it hurt more, that it was a hand of flesh around her throat. Perhaps he could feel her pulse against his fingers as it first sped up, then stuttered, then stopped as the oxygen deprivation to the heart and brain killed her within a few minutes. It would have been a painful way to die._ _

__“Tony, no,” Steve had stopped him then. Hadn’t stopped him moments earlier to spare him the pain of learning the truth that way. It wasn’t too late, he still could have told the truth, but for the first time in his life Steve Rogers was nothing but a coward, nothing but a coward, he couldn’t stop Tony and he couldn’t tell him the truth. Tony looked down, looked away, looked at Steve’s hand restraining him (barely restraining him, as if ho noping Tony would restrain himself), looked anywhere else he could, did not want to look at Steve but it was inevitable. He knew what he would see there by Steve’s very silence._ _

__“Did you know?”_ _

__Stupid question._ _

__…_ _

__He’d analysed what was said, many times. Howard and Maria, his father, his mother, their last words, what they said. This time he paid close attention to the silences, even his own. And._ _

__The silence of James Barnes._ _

__The silence of Steve Rogers._ _

__Dressed like Captain America, but. Like Barnes wasn’t either Bucky or the Winter Soldier; he wasn’t Steve Rogers or Captain America, he wasn’t even both. He didn’t know who he was. He dropped the shield, it made a sound, but he didn’t say anything, not one parting word._ _

__The silences spoke volumes._ _

__..._ _

__“I know that road,” he said to Steve. “What is this?” His question came too vulnerable, too afraid, he thought he was asking Zemo but he was asking anyone of them. By the looks on their face, he was the only one who didn’t know, why did Steve look… what was that, was it fear? He’d never seen it on his face before, it could be fear, it made him feel even more afraid himself._ _

__“Steve--” James Barnes said softly, his grip shifting on the gun, a sheen of sweat appearing on his forehead, but Steve was already in motion, stepping in front of Tony, shielding him._ _

__“Tony. Wait, please, don’t watch.” He put a hand, pressure, pressure against his chest to keep him away._ _

__But Tony wasn’t listening to him and when Tony tried to push him out of the way Steve stood his ground and Tony looked up at him. “ _Move._ ”_ _

__“I can’t.”_ _

__“ _Let me see._ ”_ _

__“I… I can’t, Tony. I won’t let you.”_ _

__“Move out of the damn way, Rogers!” Tony said angrily and this time used some of the armor to try to move him but Steve was planted like a tree, moving and bending without yielding._ _

__“Sergeant Barnes?” Howard asked quietly. Tony went still._ _

__“That’s my dad. That road is--”_ _

__“I know,” Steve said and took his helmet and facemask off, and he rubbed his face and put his hands on Tony’s shoulders as the video continued to play in the background. “Tony, I should have told you. I never thought it would get back to you this way. I’m sorry. I’m so, so sorry.”_ _

__Tony looked over at Barnes, his teeth bared slightly, anger growing now in direct proportion to his grief. Steve looked at Tony, guilt and determination on his face._ _

__“I owed… I owed everything I am to Howard in a lot of ways, Tony. I thought the one thing I might do is save his son a little grief. Tony I didn’t know for sure, it was a guess until I found Bucky, I didn’t _know_ until recently and you’d just lost Pepper-”_ _

__The blow he delivered was not gentle. Steve wasn’t prepared for it, or maybe he was but he didn’t lift a hand or a shield to defend himself, and this not being reality, this time when he turned and fired a repulsor blast at James Barnes, it struck him full in the chest, unprotected, full strength beam, and the man looked at Tony in shock and understanding as he died and Tony turned to see the shock and betrayal and grief in Steve’s face and he tasted for a moment what it would have been like to destroy Steve instead of Steve destroy him--_ _

__Tony Stark ripped the glasses off his face, and fell to his knees as Steve Rogers and James Barnes and Zemo faded in a flicker of calming blue light. Tony pressed the back of his wrist against his mouth, staving off the nausea that built in his throat, the bile he could taste._ _

__Okay. Yep. That one was still pretty close to… he wasn’t there yet. He stood, shaking and pale, taking deep slow breaths until his heart rate dropped, until his strength returned. “F-Friday, run a full diagnostic and… and run. Um. Run a blood sample for stress hormones and. And.”_ _

__“I’ll apply protocol 328, severe emotional trauma and apply the screening criteria, shall I Boss?” She was so gentle but she’d been there with them, did it bother her? He made a mental note to investigate._ _

__“Yes, 328, fine.” He pressed his finger to the lancet and the simple physical pain of the cut to get the blood actually eased his emotional pain, oddly enough. His head cleared slightly._ _

__“Colonel Rhodes is outside waiting, Boss.”_ _

__“Okay.” The nausea would pass. Faster this time than the last time they tried, three months ago. _Yay, progress,_ he sarcastically cheered to himself. But it was true he’d gotten further along the narrative this time as well. It actually _was_ progress, even if it was much less than he’d hoped for. He could help but think there was something, another memory, he had to deal with first before he could BARF this one. _ _

__..._ _

__“I told you already. BARF hasn’t been tested on younger subjects and the effect on a developing brain is poorly understood. You _know_ the mechanisms of memory are not well studied, even with this giant leap forward in technology. Messing with it in a superpowered child would be asking for--”_ _

__“He’s an adolescent, not a child.”_ _

__“Excuse you. Don’t interrupt me. And _don’t_ correct me.”_ _

__“You’re right, I’m sorry. Pray continue.” Wisely but condescendingly, she chose to ignore the note of sarcasm._ _

__“Thank you. As I was saying, his brain is not fully developed. You would be asking for trouble.”_ _

___Who, me?_ Tony thought innocently. “I see. Thank you for clarifying.” Tony Stark watched the woman, Sandra Gregson, gather her papers and walk out, waggling her fingers in goodbye. He raised his chin in response, thinking. _ _

__She was the expert, of course, though he had built the thing. He’d learned everything pertinent to the project, in fact received another honorary doctorate for it, but even he recognized a difference between learning and understanding something and it being your entire life. She was right, maybe, but the entire process was untested, it was new technology, and she also couldn’t say for certain that it wouldn’t have _increased_ benefits on a more malleable mind. Growing minds retained a level of plasticity that adult brains didn’t, and waiting for him to grow up and mature would possibly even probably lessen the benefits._ _

__Peter was so young to have gone through so much. Tony knew, he knew what it felt like, knew the path it had set him on. Peter was a better person than he was, it was true, and May would keep him from doing anything too stupid, but still, but still. He wanted to help him._ _

__Tony scrapped the file anyway. It was too big of a risk. Gregson was right; they just didn’t know the consequences. He couldn’t risk it._ _

__..._ _

__For a long moment--_ _

__Falling._ _

__And then--_ _

__Soaring._ _

__Certainly at some point, this would become rote and boring, he realized that. It was why he was determined to enjoy every moment of it while he still enjoyed it. He’d asked Mr. Stark once if he ever got tired of flying in the Iron Man armor, and Tony had grinned vaguely but charmingly, disarming, and Peter was beginning to see that grin meant that Peter had asked something a bit impertinent, a question Tony didn’t want to answer because it was too personal, and the answer he got wasn’t always 100% truthful when Tony smiled like that. In this case it probably was, he thought, the truth. His hands in his pockets he leaned back on his heels. “No, no,” he said distractedly, “I never got tired of it.”_ _

__Peter had felt impressed, since Tony Stark had been Iron Man for like a million years, ever since he was a little boy. He had a ton of cool armors now too, Peter had seen them when Tony let him look around the lab once._ _

__Come to think of it, though, he hadn’t seen Mr. Stark on the news or anything much, but he was pretty busy with his business, probably, and he was always meeting with government officials probably about important stuff like the Sokovia Accords or whatever._ _

__Yeah, he was real busy but maybe sometime they could patrol together that would be so cool, both of them flying. Flying was exhilarating to all his senses, he couldn’t imagine getting tired of it. It was one of the few things that didn’t hurt his over sensitive senses._ _

__He remembered with sharp clarity the first few days after he’d gained his super senses. Perhaps as part of his increased abilities, the memory had not faded with time; rather, it seemed almost to grow more vivid._ _

__It had hurt._ _

__Like staring at the sun, but it wasn’t just his vision, it was every sense, overwhelmed, out of control, too sensitive to make sense of anything. It was like being trapped in a bright, noisy, crowded room with blaring speakers blasting music and a thousand people touching you and your mouth full of a cup of sugar and the smell of a thousand things cooking in that same cramped space. He couldn’t think, he could hardly even move as his body changed and his mind tried to adjust to the input to such increased sensory perception._ _

__All the sound he could hear was like icepicks in his ears. So much sound, he could hear it all, no filter. Sounds did not drown each other out, each of them was distinctly loud and painful. For miles around, he could hear every loud noise, and the smallest whisper nearby was as plain as day. He could hear the sheets move when he shifted in bed, he could hear the water in the pipes as it flowed, he could hear, he could hear but making sense of it, deciphering its meaning, he couldn’t possibly. The sheer noise pounded into his brain. He couldn’t sleep, it was so loud, it was painful._ _

__He kept his eyes tightly shut as much as he could. If not, the sight of _everything_ was simply overwhelming. He could see for miles, and he could see every detail. But it was at a point where he could see so much he could see nothing; the dust motes clogged his vision, the individual blades of grass, all of it grabbed his attention equally, demanding his attention. The smallest light lit the room like a spotlight. Going outside, where the sunlight burned his retinas even in the shade, was out of the question. He held his hands over his ears and clamped his eyes shut. His head pounded with a terrible, terrible migraine headache, one that crippled him with pain almost as bad as everything else._ _

__The smell. Of everything, it was perhaps the least pleasant because even if there were good smells, it mixed in with all the bad smells so much that it rendered it repugnant. Food was so overpoweringly smelly that it turned his stomach with nausea. He could smell perfume and shampoo and mold and dust and dirt and car exhaust and bathroom smells and everything, everything everything. He threw up until there was nothing left in his stomach. The taste of the vomit, the taste of his breath, of the air he breathed, it was all in his mouth magnified and when he tried to use mouthwash to rinse out those tastes, it was as if he’s put gasoline or bleach in his mouth, so powerful it tasted to his increased senses._ _

__Those first days were hard._ _

__Eventually, his mind caught up to the pace, and he began to be able to function, but it was still something he was getting used to. Thankfully, for the most part, the increased sensory input was beneficial. He learned to filter out things he didn’t want to sense, to concentrate on things he did so that he could only sense that. Still, the suit he’d made was necessary, especially when he was outside in the city, he could not process all the input without it._ _

__Mr. Stark had not been kidding about the upgrade though. It had taken his natural gifts and helped him to tame them to his use. He could hardly believe the difference. Night and day. It had probably saved his life more than once, if he thought about it, because it helped him to that degree._ _

__Hearing someone’s heartbeat was cool. He liked it, actually. He didn’t hear them all the time, but only if he concentrated on listening for one. Even the worst bad guys had a heart beat, and he could kind of tell if it was adrenaline, fear, lying, whatever. Yeah, it was one of the cooler things he was capable of. It was hard to explain to anyone. Well. Ned. Ned was the only one he tried to explain things to, because even though Aunt May knew about him being Spider-Man now, she still kind of freaked out if they talked about it much._ _

__He told Mr. Stark about it anytime he was around long enough to talk. But he rarely saw the billionaire genius for more than a few minutes at a time. Mr. Stark was listening, though, he knew; there was often a software upgrade within a few days of Peter telling him anything wasn’t just right._ _

__Peter was brought out of his revery abruptly as a low, anxious voice caught his ear._ _

__“You can’t tell _anybody._ It’s a big secret. We’ll get in big trouble if you tell anyone, you understand?”_ _

__“I’ll get grounded?”_ _

__“Worse than grounded! The police will come and take you away!”_ _

__Peter couldn’t stop his momentum mid-swing, but he could alter his trajectory and move upward instead of forward pretty quickly, making it easy to swing back around if he had to. He could move pretty fast, too, using his strength against the webbing. It was stretchy and could slingshot him forward depending on how hard he pulled. He didn’t want to lose the conversation he’d just overheard so in this case, he moved really fast._ _

__For a moment, he thought he’d lost them; there was too many other sounds, the incessant noise of the city, the traffic, the talking, the walking, the wind, the birds and dogs the sounds of walking and skateboards, he could hear it all. He hadn’t exactly learned how to filter it out, it was just something he did, but just like when your mind picks up on someone saying your name in a crowded room, he could pick up suspicious conversations out of the screeching discord._ _

__He landed on a rooftop and looked around, but he didn’t know what he was possibly looking for so he closed his eyes and listened._ _

__“I don’t like this.”_ _

__“Shh! I know. It’s fine, it’s fine. You’re hungry, right?” He’d caught the angle of it now and crawled down the building a few floors for a better view of the street where a man was holding his daughter by the shoulders. It was well into the night, close to his own curfew of 11:00, way too late for a little kid, Peter thought. The little girl was nodding; at least with her hood up, he thought it looked like she was nodding. He could just see the profile of her little nose as it went up and down in agreement._ _

__“I’m hungry,” she said tremulously and started to sniffle._ _

__“No, no, no, no crying okay? That could ruin everything. Come on, baby, I can’t have you crying. I’ll get you some food I promise. Okay? A treat? Do you want a treat? Okay. Yeah. We’ll get you a treat if you stop crying. You stand right here by me, okay? So the cameras can’t see you. Get it?”_ _

__Spider-Man watched interestedly, waiting another few moments before he acted. He’d learned over the past several months that it paid off to take a minute; he could often anticipate better what he’d need to do, get a feel for how violent things could get. A type of intuition, if he gave himself a minute to process it. He watched the man, who was wearing a battered coat, worn down shoes, holey pants._ _

__He noticed a slight shift in the way the man swung his arm when he walked. He had a gun in his coat pocket, Peter was sure of it._ _

__That changed things._ _

__This wasn’t just a simple robbery for food. It might start as that, but he’d also learned from hard experience that _anger_ wasn’t the worst thing a bad guy could be, _desperate_ was. And this man was desperate. He might be hoping to not use the gun, but people who carried them usually found a reason they should use it. This could only go from bad to worse._ _

__Even moving quickly, he barely had time to jump in front of the man before he could enter the convenience store._ _

__“Hi there,” he said cheerfully, watching wonder and excitement fill the little girl’s face and fear and guilt fill the man’s face. He pointedly ignored the man for a moment, crouching down by the kid, she was probably only in kindergarten but she was so small!_ _

__“Whoa! Are you Spider-Man?” She asked with excitement._ _

__“Yep! What’s your name?”_ _

__“Hannah!” She enthused but then paused, looking up at her father. It just occurred to her to be afraid and guilty and she seemed to read something in her dad’s expression because she immediately hid behind his leg._ _

__“Is this your dad?” Spider-Man tried to coax her out, but she hid her face. Spider-Man could hear her heart beating fast, and her dad’s. He knew this was a scary moment for them, he only had a few seconds to help them see he was not going to try and hurt them or get them in trouble._ _

__“Hey!” He said enthusiastically to the man. He was shifting his eyes around, looking for an escape, fidgeting and restless. “Spider-Man. Who are you?”_ _

__“No one.” The man muttered, putting his hand on his daughter’s back to guide her as he stepped away from Peter._ _

__“Mr. No One, pleased to meet you,” he said in a teasing voice. Lowering his voice a little, he said, “It’s okay. I’m not here to arrest you or anything. I was hoping I could help you out.” He could hear the heartbeat increase even further, he could hear the man breathing, hear him swallow. “Let me help you,” Peter said, and held his breath. The man shifted on his feet, afraid._ _

__Peter wasn’t _exactly_ sure how he knew; but he was sure the man had recently gotten out of prison. Something he could smell, something he saw but didn’t notice that he saw, who knew? But he knew. _ _

__“Come on. I know a place we can get a bite to eat for your daughter while I tell you about it. Huh?”_ _

__It’s not like the man had any choice, really. His cheeks flushed with embarrassment and maybe anger and maybe just some relief. He didn’t seem like a bad guy. Just going through a rough patch. Peter kind of knew what that was like. He nodded slightly. Peter crouched down the little girl’s level._ _

__“Hannah, want to swing on my web? I can help you!” She peeked around her father’s leg at this, her eyes bright with excitement. She looked up at her father. He nodded with a tight smile, his eyes softening seeing her brown eyes looking up at him._ _

__Peter picked her up and threw a web a several feet ahead of them so they swung a few feet ahead, a couple feet off the ground. Hannah squealed in terrified joy, clinging to Peter tightly as her father followed them._ _

__Cristy was patching up a sleeve on a squirmy ten year old when they arrived a while later. The pretty woman, in her late forties, stood when Spider-Man landed beside her, patting the kid she was helping in dismissal. She smiled at Hannah. “Hello. Are you Spider-Man’s friend?”_ _

__Hanna looked with wide eyes at Spider-Man then nodded vigorously, the hood from her careworn coat falling over her eyes. Cristy laughed and reached up to push it back. “He’s my friend too. Maybe we can be friends?” Hanna smiled shyly, looking to her father._ _

__“Mr. No One, this is Cristy. She’s a friend of mine. She’ll help make sure you and your daughter don’t have to go hungry, sir.” Cristy turned her kind hazel eyes to the defeated looking man._ _

__“Cristy.”_ _

__“Mike.”_ _

__“Nice to meet you Mike. You guys want to come in a few minutes? I have hot chocolate.”_ _

__“I can’t believe she gets hot chocolate and not me!” Spider-Man said in mock pout. Cristy laughed, a kind sound, and Peter could see Mike relax slightly. He shot a bit of webbing into his hand and gave it to Hannah. “Here. It’s kind of like play dough but really sticky. Don’t get it in your hair okay?”_ _

__Hannah looked thrilled.__

___ _

__"Say thank you,” Mike said automatically and Hannah complied. Peter couldn’t help but laugh at the slightly absurd situation._ _

__“No problem.” He swung away, not waiting to hear any more from them. Cristy waved him off. She was used to him dropping off strays. Mr. Stark had introduced him to Cristy pretty early on. Though he didn’t allow Stark Industries or any of his philanthropy groups to attach their name to it, he privately funded Cristy to help rehabilitate ex-cons who couldn’t get a job because of their prison time. He tried to make sure they had every chance to stay out of jail. Peter was proud of his mentor for doing something like that, and was all too happy to bring people there who might just need a little help rather than getting them arrested._ _

__It was kind of a load off his shoulders, to be honest, if there was an alternative to getting people in trouble who were already in trouble. He wanted to be like Mr. Stark in that regard, and even if no one else in the world knew about what Mr. Stark did, he appreciated it and was happy to take his lead._ _


	2. what they could smell and taste

**Notes for the Chapter:**

> uh this is significantly sad? Sorry? Also, I think I'm hilarious.

_January 2017_

_I’m trying… I’m trying to keep you from tearing the Avengers apart!_ But it didn’t feel like the Avengers were at risk. It wasn’t Team Iron Man battling Team Captain America, it felt like it was Tony and Steve, Tony was trying to keep Steve from tearing them apart.

 _You did that when you signed_ , Captain America said, stern and calm, without heat, without anger, without anxiety. As if Tony were a child who must take his medicine, must clean up the milk he spilled, as if the stakes were not what concerned him. As if this confrontation were Tony’s fault, as if Tony were merely throwing a tantrum, and maybe he really saw it that way. He didn’t hear Ross say they would kill the ex-Avengers if provoked, which they surely would be, they surely would. Provocation was Steve Grant Rogers other middle name, probably.

 _What he meant was_ … Tony tried to understand, tried to reframe the memory. It burned him, he felt the blame, the shame, the guilt of the words leveled at him from his former teammate. He needed-- _What he meant was--_

A slick of sweat stood out on his forehead, the pain from the headache building in intensity and pressure. It took some getting used to. And he’d been in BARF too long, he knew that, but it was not a thing easy to walk away from. _He meant I should be standing beside him instead of fighting him. That Ross wouldn’t send a kill squad if I were with him. No one would stand against us if we were united._ Which was, it was kind of the point, that’s kind of what he meant by needing to be put in check, but. It eased something? He thought? Rogers was trying to say he couldn’t sign and he hoped Tony wouldn’t sign, for him. He thought. _The safest hands are still our own,_ the airport Steve Rogers said to him softly. He meant all of them, together, Tony included. He was including Tony. That’s what he meant.

“You might want to listen to him,” Natasha said beside him and she turned toward him when he turned toward her, her green eyes piercing his soul. He’d told her she was duplicitous. She’d let them get away. Why had she even fought beside him, he wondered.

“You know why,” she told him.

She was afraid someone might get killed. She’d decided someone was going to get hurt.

She’d decided it was Tony.

“It would have hurt you worse to see someone get killed, Tony.”

He thought about it. Seeing Rhodey fall had been one of the worst moments of all the worst moments in his life, ending his friend’s career in the military and the Avengers, the two things Rhodey loved most and most defined himself by. He was still insisting it was worth it, but it wasn’t to Tony. He’d been willing to sacrifice so much of himself for the Avengers, but not that.

“It’s okay, Nat,” he said finally. “You did the best you could.” He turned toward Steve Rogers, but found he didn’t have anything to say, and Roger’s blue eyes stayed on him as the memory died.

The system powered down, all soft lights and ambient temperatures, a soft whiff of lavender soothing his aching brain, an attempt to counteract an odd side effect of BARF. They had discovered that after prolonged or repeated use, there was heightened sense of smell and phantom smells for hours after. Olfactory sensation was intricately associated with memory, so it made sense on a cellular level but it was still difficult to experience.

The airport was particularly repugnant. He could smell the turned up grass, the soil, the oil leaking from Rhodey’s suit, the smell of burning, the odd metallic smell when Wanda used her magic, the smell of the exhaust from his own Quinjet as it was taken--

At least he wasn’t vomiting this time; for probably the first three months he’d barfed every time, probably where he got the name from, until they realized BARF was triggering the _area postrema_ as they were trying to access the hippocampus. Though they’d mostly worked the problem out, there was some kind of Pavlovian effect at this point, which, he supposed, was both ironic and apropos. The nausea and the headache would be bad for about the next half hour, definitely doable. He stepped out of the BARF room, stumbling a little off the edge of the stop, reaching for Pepper where she stood waiting, watching everything as it unfolded on a large screen monitor.

Pepper slid a cool hand around the back of his neck, pulling him to her carefully. She always handled him like this after a BARF session, as if he were fragile, as if he would bodily break, as if he were made of spun glass but that was wrong, Stark men were made of iron. No, no, that was… he was remembering that, it wasn’t happening at the moment. Howard had been dead for a long time, a long time, but just for a moment, a split second, he had thought he was alive, that he was going to frown and tell him to man up, frown and tell him not to cry.

Was he crying? Or remembering crying?

“Tony,” Pepper said urgently. “Hey, hey!” He was limp against her hands, out of it, she cupped his face, stroked his cheeks and his forehead and he leaned into her hand, no, he was passing out, she caught him against her body and they both fell to the floor, her on her knees, him against her and she held him and he revived, pushing himself up to sitting, but she grabbed him, held him tightly.

“Sorry, I got a little dizzy there,” he mumbled with his eyes closed. Then he opened them, pulling away to look her in the face, his brown eyes soft and warm and vulnerable.

She was silent, her heart pounding, pulling him close so he didn’t see her face, how he had scared her for a second. She didn’t want to discourage him because he was making real progress; she’d seen it, he was happier than he’d been in months, maybe years. Some of his old enthusiasm, his old exuberance had come back. Between BARF, the therapist, Peter Parker, the engagement, they had so many beautiful and good things and he’d finally been there to enjoy it. But.

“Maybe you shouldn’t be in BARF so much, huh? You know?” She said with her face pressed against his shoulder, feeling his warmth, feeling his breathing.

“Hmm? Oh. No.” He stood up and she rose with him, steadying him, but color had returned to his cheeks. “No, it’s okay, it’s good, it’s good. But we should eat, yeah? I’m starving, are you? Did you eat?” He was still nauseated but knew if he ate Pepper would not feel as worried. The lavender was only moderately helpful. He caught a whiff of Natasha’s perfume, or the smell of her shampoo or whatever it was, what he smelled even with his mask down, clean and soft like fruit or flowers, as he pulled her to her feet during the battle.

They’d found this was often a side effect too, but a survivable one. The memories seemed more vivid, intrusive, for several hours after. Part of the brain was processing those memories, and after that first few hours, they lost their power to emotionally eviscerate him. It was a process. It was ripping off a band-aid.

“Not yet, let see if Vis will cook something for us I don’t want to go out, do you?” Pepper replied, watching him from the side of her eye. He resented being coddled after a BARF session. _It’s not even real,_ he’d tell her dismissively. While he knew that from a scientific standpoint, from an intellectual one, his body didn’t know the difference, his heart. Along with the benefits, she could see it also took a toll on him.

He wiped his forehead with the back of his hand and started chatting with her about that but she couldn’t help but keep one hand on him, one hand on his chest as they walked, just to feel the steady rhythm of his heart under her hand.

 

For the tenth time, Peter checked the time on his HUD. Even though he’d had Karen set a reminder, two reminders actually, and there was plenty of time, he didn’t want to be late.

 _Churro Lady,_ Peter thought. _I wonder how my churro lady is doing._ There wouldn’t be an easy way to ever track her down, of course. He couldn’t know for sure. But she was likely to be doing… just fine.

Unlike him.

Not that he was in _much_ trouble. He’d seen worse. Much worse than this. This was more of an irritation, if anything. Why was he worrying about Churro Lady at a moment like this, though?

It might be the little old lady hiding her face in the passenger seat; they looked nothing alike, really, but they were both kind of old, so. And… sometimes he could still smell the cinnamon/sugar on his hands. It wasn’t like he could run a million-dollar technological wonder through the laundry. It was a remarkable material, of course; it was stain resistant, fairly waterproof. Shock resistant. It was kind of like a workout suit, it wicked away moisture or something because it didn’t chafe like his first suits had. He wasn’t sure if it was bullet resistant (luckily, he hadn’t had to test that out yet). (He should probably ask Karen about that.) (He actually could probably put it through the laundry, maybe he should think about that?)

Is it a good idea to be thinking about the laundry at the moment?

“I mean, the most experience I’ve had with laundry is convincing Ned it was a dumb idea to record Spider-man doing the Tide-Pod challenge, you know?”

“What?” Oh, that was out loud. That’s happened to him a couple times now that he was kind of in the habit of talking to Karen. Might as well make the most of it.

“I don’t even know when to put the fabric softener in, to be honest.”

“It’s during the rinse cy-- nevermind!! What’s wrong with you?? You’re the worst vigilante I’ve ever met! If you don’t leave me alone, someone is going to get hurt! I’ll drive this car off a cliff before I go back to jail, so back off!”

Peter raised a shoulder delicately. He didn’t want to hurt this woman’s feelings, but she wasn’t the greatest bad-guy, uh, girl-- woman!-- he’d ever met, either. “Yeah, I’m newer at this, so help me out. Just… put the knife down and let that lady go.”

Karen calculated a couple of web shots that could work, but Peter was in a delicate position and he knew it. The woman had little to lose, and she didn’t care if she hurt someone. She had hijacked the old lady’s car, and was driving _crazy,_ even crazier than _he_ drove, which, to be honest, was saying something. He’d stopped her for the moment, but she didn’t look like she was giving up easily. “I will help you get out of here without hurting anyone,” he offered helpfully. “All you have to do is stop.”

His extremely reasonable and calm request seemed to be met with some… _resistance. Apparently,_ Ms. Bad-Guy didn’t take kindly to the suggestion. Peter wondered if his webbing could be shot with enough force to break the window, but he was slightly afraid if he did that it could harm the woman, too, so he was starting to worry at the determined look the woman had in her eye.

The older woman in the front seat was clearly terrified and crying. Spider-man had to keep from accidentally hurting her, too, and he held up his hands in a placating gesture. Ms. Bad-Guy revved the engine, clearly planning on ramming Spider-Man, and then continuing on to what or whoever got in her way. Peter ran toward the car and just as the woman put it in drive, he pushed back against the hood of the car, keeping it in place.

Quickly, the tires started to smoke as she floored it, and Spider-man countered by bracing himself even more. He could catch a bus with his bare hands, he could keep this car from moving forward. The rear of the vehicle actually raised up as the force of the engine was pitted against his strength. _That,_ he thought, _is kind of cool._ He tried to catch the older woman’s eye, and she looked at him in abject fear. He jerked his head, trying to be surreptitious, to try and communicate to her that she should get out. His muscles strained and he coughed as the burned rubber started to fill the air with fumes and smoke. He let go for a split second to gesture to the old lady-- _get out!_ The woman finally pushed through her fear and grabbed for the door handle.

Ms. Bad-Guy snarled in rage, knowing if she lost her hostage she’d lost a valuable protection and bargaining piece, reached out to grab the passenger’s coat. Unfortunately, it pulled the steering wheel, throwing Peter’s grasp of the car off balance and the car lurched forward, knocking into him.

“Hey, ow!” He said loudly. That would leave a bruise. Only for a few hours, but it was the principle. It had hit him with enough force to dent the front end, damaging the hood of the car just a bit. Ms. Bad-Guy was busy holding on to the passenger with one hand while re-focusing on trying to run Spider-man over. As carefully as he could, Peter shifted his weight, lifting the front tires of the ground just enough that a twist of the steering wheel wouldn’t make the car hit him again. Then carefully he balanced the car partially on his leg and with his free hand reached up and prised up the hood of the car. A trickle of sweat tickled its way down his back-- was it getting warm out here to anyone else?

Just managing to make the opening big enough, he shot as many webs into the engine that he could, until it was a gummy mess. Huh. So <em>that’s</em> what burned webbing smelled like. Oh, and, okay, it was flammable, that’s--

In a puff of smoke and _smallish_ ball of flame, the engine died. In shock, both the struggling women in the car looked at him as he set the car back down. He walked over to the driver’s side door, but Ms. Bad-Guy quickly locked it. Undeterred, he pulled on the handle hard and the door opened in a screech of metal.

“Lady, I need to see your license,” he said seriously, webbing her hand when she reached for the knife, then webbing her other hand to the steering wheel. He could hear the police sirens and supposed they’d be there within a couple of minutes. The old lady had gotten out, and he caught her arm as she stumbled, steadying her a moment.

“Are you okay?”

“I thought I might die,” she replied in a tremulous voice. “I was afraid.” She was crying softly and awkwardly, doing a quick glance around (there were people watching and recording, but that was as per usual), he gently put his arms around the woman.

“You’re safe now,” he offered.

“You know, you sound awfully young,” the woman said, returning his hug. “Too young to be facing dangerous situations like this alone. You need to be careful, my boy. Will you promise me?”

He thought it was an odd request, considering the situation, but nodded. “Oh, yes, ma’am, I will be careful. I’m always careful. And… don’t worry, I’m not alone.” Karen flickered a softly violet light in the shape of an orb his periphery; it’s what she “looked like”. It was an indication that she heard him or was listening without them having to speak.

A few bystanders had come forward, taking pictures of the captured woman, the car, Spider-man; but a few stepped up to the old lady as well, asking if she was okay. Peter had noticed that people were a lot more helpful in general after he intervened. People who had only stood by and watched moments before stepped forward to help once he did.

He swung away just as the police arrived, pleased with his efforts. He’d undoubtedly stopped some mayhem, and maybe even saved some people’s lives.

Somehow it came back to that, no matter what the crime.

He wondered if he saved anyone’s life.

So that…

So that no one would ever look the way May looked when she found out about Ben.

That kind of… destroyed.

He swung up to the top of the nearest tall building and sat on the ledge. It came to him in odd moments; it sometimes tainted his victories. He hated it, but… he kind of deserved it too, though. Maybe it was the day, but he thought… the smoke from the car. It reminded him of when Ben would come home from work and they would work on cars together while Ben told him about his day. He had always said he wanted to be sure and be a good father to him and teach him things he’d need to know. The grease and smell of the engine, it had reminded him of that vividly.

Peter patted the pocket cleverly placed on his uniform, though it was empty at the moment; the top kind of stuck together but was incredibly flexible, so nothing fell out. Mr. Stark insisted he keep a bit of money in there for emergencies, and he sometimes was able to help people with a few dollars here or there. Happy gave him a bit each week and told him to save up what he didn’t use or give it to May to help feed him, but he’d never done that; May would utterly flip out.

The first reminder went off a few minutes later as Peter sat contemplating the setting sun. He stood slowly, his heart heavy. This was something he had to face, and he wondered if it would ever, ever get easier. He webbed over to his backpack and headed home.

…

“Ready May?”

“Coming.”

Peter smoothed his hair, making sure it wasn’t out of place at all after wearing the mask. May poked her head out, smiling warmly, but they were both hurting, he knew that.

“You look great!”

She did a sarcastic twirl. “Oh, yeah, hot stuff over here.”

“Yeah, even Mr. Stark says so.”

She rolled her eyes but blushed just a little. “He don’t seem like that picky type to be honest.” That made them both laugh and Peter handed her a corsage. “What’s this?”

“Oh, well. I thought you might like it.”

“I really do!” She laughed, a more genuine one this time. “I don’t think anyone has given me a corsage since high school.”

“Well, tonight’s special.” She took his arm when he said that.

They chatted during dinner. Mr. Stark had warned him to be extra careful about speaking of his secret activity in public; the entirety of New York was constantly speculating about his identity, and with modern surveillance and recording, any little thing could lead bad people to figuring things out. Peter wasn’t that concerned with it, and had scoffed at the security and lengths that May and Mr. Stark had insisted on. At least, until Mr. Stark explained that May would be the one they come after first. Peter had kind of figured he would be the target, and that had freaked him out a bit. Now he was more careful. So they didn’t talk about Spider-man at all; they talked about school and work. It was nice.

Dinner was nice. Spaghetti at a nice restaurant.

Dessert, too. Chocolaty something.

Picking out some pretty flowers was nice. They’d picked white roses, and they were really pretty. Three of them were still in bud and hadn’t bloomed yet. He could smell them; they were so fresh and lovely, it was the only thing he could smell at all.

The walk was pretty; though it was dark, it was mild weather and it was a really nice night.

The cemetery was nice. It was quiet.

They walked arm in arm to Ben’s grave and Peter placed the flowers they’d picked out. May smiled, but tears started in her eyes as she smiled up at him, loving him and forgiving him. She forgave him, every day, every moment, for his role in what happened to his uncle. She’d been angry at him, when she first found out, that he’d blamed himself at all, but when she saw how deep his pain and guilt went, she just forgave him. She said she would forgive him as often as he needed until he forgave himself.

But she still hurt.

Peter wrapped his arms around his aunt and she leaned into him, not ashamed or trying to hide her tears. Peter cried quietly with her. He could smell their tears; metallic, warm. Like blood, kind of, but softer, sadder.

It was Ben and May’s thirteenth anniversary. Their second one apart.

They didn’t linger, but Peter went to wait in the car to give May a few minutes alone. He knew that Ben was about the only person that May could talk to about Peter, the only person it was safe to.

As she was buckling her seat belt, Peter handed her a small box.

“What’s this?”

“A surprise.” His voice was thick from crying, his eyes a little swollen. May gave him a small smile and opened the little box. They weren’t big, but they were pretty earrings. He didn’t think Mr. Stark would mind.

**Notes for the Chapter:**

> I would appreciate your comments!!


	3. what they saw

_February 2017_

Trajectory.

That was important, everyone knew that. It was a big deal.

...

There were scores and scores of graves here, and the sheer numbers always managed to depress him even worse, and he never came here in a good mood, never came here happy. And then just… the math. The sheer weight of the numbers. The morbid curiosity of how many were here because they were killed by weapons he’d been too selfish and idiotic to keep out of their enemy's hands but he’d wandered down that path so many times he was well aware of the fact it was a dead end.

Nothing to see.

He placed the wreath of flowers on the grave, _Adam Pratt April 10, 1982- February 13, 2008_. Very nearly, very nearly ten years now. Ten years was a long time, a life time. For the people here, though-- changeless. They never became more than what they were in that moment when they died. They of course _would have_ gone on, and on, succeeding, failing, living, breathing. Having toast for breakfast. Staying up too late. But none of them did. Not here. Living on only in the memories of those who knew them, they were halted, their mortal journey over.

Not that he could have any claim on knowing them. He’d only just met them. And had their lives continued on their respective trajectories, he wouldn’t know their names or remember their faces and certainly wouldn’t be spending the day standing over their graves.

It was uncertain, looking back, what his own trajectory had been before his collision with theirs. He was so blinded by his own genius, his own stupidity, his own self-willed selfish and destructive hubris, that he’d only seen the stars, only the sky as the limit, while Obadiah had been plotting his assassination. He sometimes wondered-- if that hadn’t happened. If Obie had been the benevolent protector and mentor he’d pretended to be, where would Tony have gone? He would have kept making weapons, brilliantly, and an unknown number of the graves would have filled up, and perhaps some of them would not be here, a morbid and terrible musical chairs. Maybe he would have wised up on his own but that seemed optimistic to the point of foolishness.

 _You’re daughter is twelve now. Super bright. Her teachers say she has some behavioral problems, won’t apply herself to her work. Her mom and stepdad are really good with her, patient, and I think she’ll be okay. Growing pains, you know. I don’t want you to worry too much about her, or the other kids. Your wife is doing well, too, I just furnished an entire floor from her shop. Quality stuff, too. She’s got a flair for it. She’s a smart cookie, no doubt where your daughter gets it from._ His eyes caught on the wreath, alive and green and living against the cool and unmoving gray-white of the headstone.

Once in awhile he’d ask himself if he really believed that the dead soldiers could hear his thoughts, but he didn’t spend much time on the contemplation. Everything’s electrical. No one could define life, no one could say what became of that life energy. His thoughts were merely activating certain electrical pathways in the neurons in his brain. Maybe there was something connecting them. Probably not, but their could be. He wasn’t one to dismiss a possibility because it was outrageous or far-fetched.

Another part of him just hoped they could, and left it at that.

He sighed and went back to the car. Happy drove him to the next gravesite. _Paula Ramirez May 29, 1978- February 13, 2008_. They’d shared a birthday though eight years apart, that was interesting. It often crossed his mind when his birthday came around, and one of the multitudinous reasons he hated, he hated celebrating his birthday. She’d just about made it to thirty. That was all she ever would.

She’d been married, but it hadn’t stuck. She’d had a couple of dogs though that Tony made sure were well taken care of until they both died of old age four years ago. Her mom had taken them in even though she was allergic, had been crushed when they died three months apart. _It felt like losing her again,_ Mrs. Ramirez had told him in spanish. He’d nodded, embracing her.

 _She’s doing better now. You’d be surprised. Having fun with your nieces and nephews. You’d be proud of your sister, following in your footsteps._ He couldn’t think of much else to say. Ramirez never had a chance to build the life she wanted. It was cut short, and the damnable tragedy of it depressed him terribly. _I’m sorry, Ramirez._

Honestly, if their life force was in some form still able to comprehend anything, then surely they already knew all about their families, all about the people left behind here. But that wasn’t the point. He wanted them to know that _he_ knew about them, he thought of them. He didn’t have any more to say, but he spent a long time standing over her grave, unable to keep himself from remembering the moment she’d died. In the cacophony of sounds, you wouldn’t think he could make out the sounds of the bullets ripping through her body armor, the dull thuds, but he could swear he remembered it. She was turned away from him when she crumpled, no doubt dead before she hit the ground. She didn’t try to stop her own fall. No automatic movement, no direction to try and land better. She was gone that quick.

The memory was stuck on replay, oddly interspersed with the brief, snarky conversation they’d had when he’d made them laugh, made them happy. He’d made them smile with his stupid jokes then they’d all died right in front of him.

_James “Jimmy” Ryan October 31, 1988- February 13, 2008_

_“Just take the picture!”_ Tony flinched at the memory, too vivid, the insistence, the annoyance. He saw, he saw the flash of the camera in the same instant there was a burning light of the humvee in front of them being blown to hell.

 _”STAY HERE!"_ He’d gone from a slightly cute or endearing kid, not even twenty years old, to soldier-- alert, poised, heading toward the gunfire; but it hadn’t lasted. Only for a few moments. He hadn’t even gotten gun leveled before a spray of bullets peppered the armored vehicle, going through the young man’s body like it wasn’t there, like he didn’t exist, and in the next moment he didn’t. Tony had read his files carefully; it was his first firefight, but he hadn’t seemed afraid, only angry but he’d seen Rhodey like that when he was scared. If he was afraid he didn’t show it, didn’t hesitate, put himself in harm’s way. Tony liked to think he didn’t die afraid.

Tony placed the last wreath on the grave, and as he stood his back ached, as if he were old. He was old. His soul had aged.

He didn’t have much to say to the young man. He swallowed, staring at the grave, the stone words blurring as his eyes unfocused the longer he stared. It was all in his head, really; the connection, the favoritism. He’d only known them for a few minutes, Jimmy included. But somehow this young man’s death was the heaviest, was part of his nightmares. Perhaps it was because he’d shown excitement, happiness, enthusiasm because he met Tony, he didn’t know, he didn’t know. He’d let them all down in the worst way possible, and there was nothing he could ever do to repair it. Everything he did was just a futile gesture.

 _I sent your family season tickets to the Met’s again, VIP seats. Your kid sister, she’s not a kid any more, your mom sent me some prom pictures._ Katie favored her older brother; he could see the family resemblance in the smiling teenager who had only been six when Jimmy died. She was a blondie when she was younger but her hair was dark now like her brother, and same sheepish smile. She was even flashing a peace sign in one of the pictures, a coincidence, Tony had never told them about teasing Jimmy about that, a helluva thing. _They really enjoy the games. Your dad’s memorial foundation helped 953 veterans last year. They’ll beat that this year, kid, you would be so proud of them._ He stopped then. A wave of self-loathing came, powerful, but fleeting. It passed.

He had discussed the possibility of using BARF for the memory of the soldiers’ deaths. There were obvious benefits to altering the memories, easing the mental and emotional burden of the trauma. It didn’t change the old memory, it was still there, but also having the memory of the new version helped to mitigate the negative effects of the original memory.

Ultimately he decided that it would be a discredit to that memory he had of their deaths if he used BARF. He’d just have to live with this one.

Back in the car, Happy drove him to the airport in silence. The only sound was the hum of the car. Tony watched the scenery pass until it was a blur of earth and sky, a smear of dark and light, not thinking of anything.

…

“A bank robbery! Bank robberies are my favorite!” Peter enthused when Karen informed him of the bank alarm tripping. Karen wisely declined to offer commentary on this piece of information, but she flashed the quickest route to the bank on his HUD and Peter took that as tacit agreement.

Bank robberies made him feel like an old timey sheriff from back in the old wild west or something. Wasn’t that a thing that happened in the old west? Peter laughed to himself as he flew through the air. Why was that funny? Because it felt like it, probably.

Peter arrived at the bank just as the bad guys were making their grand exit. A dye pack exploded, covering one of the masked men in orange. It seemed to make the man particularly angry, and he was waving a gun around, and Peter sobered instantly. It was all fun and games until someone got hurt, literally. That was still kind of funny, but anyway.

He swung down and easily started disarming the bank robbers. It was almost too easy when he was stronger than all of them put together, faster, could dodge all of their blows without trying, and had his web shooters. Their getaway driver had the brilliant idea of trying to ram him with the van. Spider-Man shot the front tires with a glob of webbing, effectively cementing them to the ground. He couldn’t help but laugh as it sent the driver through the already weakened windshield and onto the pavement, where he was quickly restrained by webbing.

“Safety first,” Spider-Man said sagely. “Always wear a seatbelt.” Seriously, it was so much fun taking down bad guys. They were honestly their own worst enemy. As soon as he came, they virtually self-destructed, scrambling around, trying to figure out how to out maneuver and escape, and most of the time they just made it so much worse.

Peter felt a sudden drop in his stomach as he webbed up and disarmed one of the robbers. He spun around quickly, looking for the source that had set off his instincts, the fear, the sudden rush of power that came with a kick of adrenaline--

He was far, far too late.

A bullet was speeding towards him, Peter turned in time to see the blossom of fire from the barrel of the gun. With his enhanced eyesight, he could see the bullet, even moving as fast as it was, as it came towards him. He knew that Mr. Stark had protected him, that all but a direct hit to his eyes would be deflected. It wasn’t himself he was worried about, wasn’t for himself that he felt a sudden fear like black and red, it wasn’t that. He knew the man would miss, in any case. The bullet had been fired wildly, perhaps even by accident, or in desperation, foolishly, so stupidly.

People were naturally drawn to a spectacle like a bank robbery. The police weren’t there yet, they were close, he could hear the sirens, feel the vibrations in the street from the troop of cars heading their way.

Then the world went suddenly silent, cold, as fear gripped him, as he finally understood his dread. The bullet racing toward a little girl. It would hit her chest. It would kill her.

She was watching, with wide eyes, like the little girl Hannah he’d helped a few weeks ago. She was standing there, wearing a red coat, her hair in braids, her pretty brown skin catching the elusive rays of the November sunlight, her large brown eyes touching on him, not knowing the danger, not understanding, her mom didn’t know, was talking to someone, and before she could even look down the bullet would take the child in the chest.

There was no time to query Karen, no time to even get in front of the bullet it was already past him now and speeding towards the little one. His hand came up, they say the hand is quicker than the eye, and there was a speed web, it was one of the combos he hadn’t tried but in fear and desperation he sent it flying toward the bullet, it would be close, he didn’t know, he could tell if it would be in time--

He caught the bullet.

He didn’t have time to pull it back, not going that fast, not as close as it was. He barely had any time at all but he did pull, he felt a tug, but it was too late so bullet and webbing hit the child and he saw her fly back, saw her fall, couldn’t be sure he saved her after all, and he was flying towards her as she hit the ground and the mother had just turned, her face was just dawning horrified realization.

The little girl sat up, screaming her head off in fear and terror and pain and the mother was screaming in response and Spider-Man kneeled down, breathing in, smelling blood but there was no telling how bad it was--

The mother tore open the coat, frantically asking Peter what he’d done, trying to understand, panicking, lifted up the little girl’s shirt as she continued to shriek in terror, surprise, and pain.

There was blood. Not much. The bullet had just broken the skin as it tore through the webbing, only just. There would be a bruise, but she was fine. Peter never felt so close to passing out in his life. The mother was grasping at him and he was trying to explain and he turned to see where the bank robbers had gone, probably the shooter had run off--

No.

Spider-Man tried to process, so much input, he wasn’t sure.

The shooter was there, gun dropped and forgotten. He was walking towards them, pale and _crying._

“I’m sorry,” he said in shock. “I didn’t mean to, I swear.” The police had arrived, there seemed to be hundreds of them, and in the crowd and the police and the bank was emptying , Peter’s head was whirling and Karen was flashing a warning on his heart rate and blood pressure. The mother was beginning to comprehend what had happened and was verging on hysteria, both angry, frightened, and thankful, and the little girl was still crying, but the mother was trying to thank him and people were taking pictures with their phones and Peter just had to get _out_ of there.

The shooter grabbed his arm as the police were grabbing at him. “Spider-Man… thank you. I would never have been able to live with… Thank you. Thank you.” He could see the man’s gratitude, his sincerity. Only the two of them, maybe, really in that moment understood and processed how close they had come to something terrible, something final and irrevocable.

This was the weirdest, scariest thing that had ever happened to him. A bad guy _thanked him_ like honestly, he was just trying to process--

He webbed away, as fast as he was able, swinging high and fast and far. He wanted a bit of distance. He’d never been shaky like this after an incident, he didn’t know he could be, he thought the strength kept it at bay but no. He was shaking like a leaf.

Karen kicked open a communication channel that was ringing, he hadn’t noticed the indicator light. He knew it was Happy checking in on him due to the vitals report, he was sluggishly returning to reality when suddenly his brain snapped to attention.

“Mr. Parker.” It was Mr. Stark, which was _crazy,_ he had just read on the news that morning that Tony was in Germany or something, crazy stupid busy, definitely Peter had not expected a phone call in the middle of the day.

“M-Mr. Stark, hi.” His stunned surprise must have shown on his face, and something else.

“Hmm, are you all right? What’s happened to you? Karen didn’t trigger an injury report, is there a glitch--?”

“No serious injuries were sustained,” Karen piped in, apparently affronted, though her voice was as polite and friendly as ever.

“No, no, Mr. Stark, I’m okay I just had the hell scared out of me, that’s all.”

“What, why, the suit? Did you fall? Am I going to be hearing about this on the news later?”

“Probably,” Peter said, fighting off a laugh of hysteria. “There was bank robbery and a bullet went wild and--” he could see Tony’s face take on a bit of anger, concern, worry and he finished quickly “--no one was hurt but there was a little girl and it was close, the bullet hit her in the chest but I caught it, it barely left a mark.”

On the screen, Mr. Stark leaned back, his eyebrows raised. “Hold on. Wait. You caught a bullet? What does that mean?” There was a dangerous tone in his voice and Peter responded hastily.

“With the speed web you made, you know the one, with webbing I caught the bullet Mr. Stark, and it slowed it down a little but not all the way and so there was blood and, um, yeah, there was this guy that shot her and he was _thanking me,_ like, I was not expecting that, but it was kind of cool, you know? Because he wasn’t trying to hurt a kid, he just was after money but you should not be carrying a gun around unless you are willing to deal with the consequences, you know what I’m saying? He should still go to jail. And the mom, she was thankful too but I don’t think she really knew, I think she thought the _webbing _hurt her at first because you could see that all over her coat, right? But then like she’d heard the gun. And the speed webbing, it was great, it has a kick though, it hurt my wrist. Oh! I’m bleeding there. Weird, it doesn’t like, even hurt! That’s so weird. It’s good that it’s you, right Mr. Stark? Happy would not be happy. Oh ha. Happy not happy.”__

__“Okay, kid okay. Be quiet a second.” Peter saw his HUD light up as it analysed his wrist. There was no injury aside from the superficial break in the skin._ _

__Tony’s gaze was not on Peter but on Karen’s findings, reading them quickly then looking sharply at Peter. “Mr. Parker, take a deep breath. All right?”_ _

__“Well… I mean, okay, but I’m fine Mr. Stark.”_ _

__“Hmm. Listen, mister know-it-all. Even superheroes can go into shock after a traumatizing event. Now unless you want to get grounded, just do like I ask you, all right?”_ _

__“Okay.” He actually was kind of feeling weird. Light headed. “It’s just… the bullet hit her. It like actually for real hit her and if there had been even a split second difference, then… I would have seen a little kid get killed by a bullet meant for me.”_ _

__“I hear you.”_ _

__“I never even noticed that kid until the bullet was heading right for her. I should have like been way more careful not to stand anywhere near… I mean I wasn’t close to her or anything, and I don’t think that guy was even aiming for me. I don’t think he even meant to shoot, to be honest.”_ _

__“Slow deep breaths. There was nothing you could have done, you have outstanding situational awareness, I’ve noticed it on all your sim training. Okay? You saved that kid’s life, and your own, and mister baddie bank robber. You did good, Mr. Parker, you did really good. Good, yeah, keep breathing. Your heart rate’s improving. Are you sitting down?”_ _

__“I’m feeling better.”_ _

__“That’s great, kid, you’re doing a good job. But your vitals are still all out of whack, so just… chill for a minute, is that a thing? Chill out or whatnot?”_ _

__“No, definitely not. Yeah, probably don’t say that around young people Mr. Stark, no offence,” Peter joked, trying to calm himself down and reassure Mr. Stark._ _

__Mr. Stark gave a smirk, but Peter could tell his mentor was bothered. When Mr. Stark confronted him after the ferry incident, he’d been angry, they’d both been angry. He never would have thought he could be mad at someone who he respected and idolized and who had done so much for him, but he’d felt so disregarded and misunderstood at the time. It took him a few weeks to see things from Mr. Stark’s perspective, how it would have been for him if things went south, and he didn’t feel angry at him any more._ _

__He probably still felt the same anxiety and worry over something going wrong and Peter being involved, though they both knew it was really a matter of time before something did go wrong. Peter was a superhuman, but he was still a human, and someday he would make a mistake. He worried that, despite what he said, Mr. Stark was angry at him for being in that situation._ _

__“Mr. Stark, are you mad at me?” He finally asked a few moments later. He could see that Mr. Stark _was_ angry, and he’d rather not spend the rest of the day wondering why._ _

__“What? No! No, kid, no. I told you, you did good. Tell you what, I will always be honest with you about that kind of thing, okay? I’m not mad at you.” He didn’t seem inclined to say more, then Peter heard a soft sigh over the com. “I’m mad there’s some things I can’t protect you from, Mr. Parker, and I still wonder if May isn’t right and you shouldn’t be doing this kind of thing. But,” he forestalled Peter’s protest, “I can’t stop you and it’s not really my place to in any case, but I don’t like it when… but I’m not mad at you. Yeah.”_ _

__“Mr. Stark? Where is Happy?”_ _

__“He’ll be back to being your point guy in a few days. He’s at his mom’s house, taking a little vacation.”_ _

__“Don’t you have someone else as, like, backup or something? I mean, I appreciate it and all but don’t you have better things to do besides babysit my heart rate?”_ _

__“Not really,” Mr. Stark said distractedly, typing something on his phone. “And I don’t trust very many people with your identity, kid. That kind of knowledge gets people killed or can turn them rotten. This is fine. I can’t stay though, so you’re going to go home and take the rest of the day off.”_ _

__“What?? No way!!” Peter protested, clambering to his feet. “What if I’m not there and something bad happens?”_ _

__“The great world will keep spinning, Mr. Parker, I promise. You’ve got to remember you can’t save everybody.” For some reason he looked pained as he said this, as if he’d bumped against a wound he’d forgotten._ _

__“Remember that… I’ve got to try, Mr. Stark.” Tony Stark looked up at him sharply, and gave him a small smile, quirking his mouth to the side. Peter had been trying to make him feel better, and couldn’t quite explain to himself why Mr. Stark still looked hurt before his eyes cleared and he was back in boss mode._ _

__“All right kid, but enough for the day. Just today. Okay? I already told May and got you guys some pizza so if you don’t hurry she’ll bust your chops.” Peter reluctantly nodded, but he was already warming to the idea. He was still feeling shaky, though his head had cleared a lot. And it’s not like he was going to turn down pizza, not when he knew from experience that Mr. Stark knew the best places to eat._ _

__“Thanks Mr. Stark for the pizza,” he said as he webbed toward home._ _

__“Sure. Good night, kid. Try to stay out of trouble for a few days, will you?”_ _

__“Aye aye, mon capitan!” Peter said cheerfully, already regaining his natural cheery disposition. Mr. Stark ended the call with a small smile, and a warm feeling spread through Peter’s chest as he made his way home._ _

**Notes for the Chapter:**

> I would welcome your comments! Aren't you in love with the art??? I love it.


	4. what they felt

**Notes for the Chapter:**

> This chapter is Long! fair warning.

_May 2017_

“Ms. Potts, there’s a concern with Tony’s vitals,” Friday said calmly. Pepper turned her head slightly, noting the elevated readings with a frown. His blood pressure was much higher than it normally got. Pepper tapped a few displays to get more information. The program had been working fine that day but had been glitchy the entire day before. Tony had wanted to see if Vision could use BARF to show Tony the moment of his creation, but BARF had not interacted well with the gem, throwing off orange-yellow arcs of energy. The entire system had shut down, and it took Tony a good three hours of tinkering to even get it turned on again. They had run diagnostics all night which had showed no problems, but it had still been acting… _weird._ She turned back to the scene unfolding on the screen projected from the BARF cameras.

It was not a deeply troubling memory; Tony had opted one with minor emotional upset to test the system. It was an argument he’d had with his father as a teenager, when he had been suspended for underage drinking at MIT. Tony had steadily been reworking his way through his issues with his father, whom he both loved and hated, brought back within the reach of his love and hate by the BARF technology.

“Get out of my face, Howard,” sixteen-year-old Tony sneered, and Maria Stark gasped.

“Tony!”

“Don’t stop him, Maria,” Howard warned. “Let the boy have his say. If he wants to explain why he’s a waste of my time and money and throwing away every opportunity I’ve created for him, let him!”

It was the first time Tony had gone through this memory within the framework, but it was one that he’d told her about. It ended with explosive yelling from Tony and Howard. Howard was cool and calculating person; he’d quit drinking several months before and rarely lost his temper since then. It was infuriating to the teenage Tony, who wore an all too familiar mulish, stubborn look on his face. Tony had planned to reframe it by calmly talking to his parents about his drinking, about how he was growing up too fast, about the pressure and crushing expectations placed on his shoulders.

Something seemed wrong. Pepper leaned forward, trying to place it. The lighting. The color was off. She still couldn’t--

Howard Stark was suddenly dark, red, menacing. Pepper gasped. Howard was towering over his teenage son, with rage and bitter disappointment. He was holding a shield, _Steve Roger’s_ shield--

“It’s your fault, you _idiot_. You ruined _everything!_ ” He backhanded Tony across the face, knocking him to the ground. “You complete waste of space. You imbecilic child. You are weak. You are nothing. Nothing but a disappointment. You ruined my life’s work. You thought Steve didn’t deserve this shield? He’s superior to you in every way. I wish you’d never been born. You are everything I despise.” Maria was gone, the house was gone, it was Howard and Tony in a dark room, and it was as if tangible darkness were forming, something solid, a clot in the shadow--

“Shut it down,” Pepper gasped, pressing frantically at the touch screen. Tony’s heart rate and blood pressure had skyrocketed.

“Unable to initiate shutdown sequence,” Friday said quickly. “Interface malfunctioning.”

“Override it!”

“Unable to override.”

“Try again! Open the door!” The door unlocked, which in itself should have initiated a shutdown sequence, but it didn’t. Pepper rushed in and was immediately inundated with sensory input from the memory; the noise, the sight of Howard Stark who had turned into an Iron Man armor and had punched the teenaged boy in the face. Teenage Tony was only a memory projection but she still cried out in fear as she saw him injured. Shaking herself, she looked around for Tony, _her_ Tony, but it was too dark to see him.

“Ms. Potts, exit the framework. It is malfunctioning and I cannot guarantee your safety or contact Mr. Stark,” Friday said firmly. Pepper ignored her, feeling around in the darkness--

This was not the model sized, cute BARF that Tony used for a demonstration for students. This was a much more advanced, larger set, as big as a warehouse, taller. It was meant to be able to simulate any situation. But Tony couldn’t be far, she knew he must be close.

She felt the firm, familiar metal grip of an Iron Man suit as it grabbed her around her waist and forcibly flew her out of the room, causing her to scream in surprise and terror. The armors were an extension of Tony, they _were_ Tony, she hadn’t been afraid of one for years but in the moment she was scared. Especially after seeing a teenage Tony being beaten by one. That wasn’t a memory, that was a nightmare, it shouldn’t be possible, Tony should have complete control. She knew he needed her help, knew she had to save him. “Friday!” Pepper shouted. “Drop me, immediately! Override secondary objective authorization 161!”

“Unable to comply Ms. Potts. The interference from the stone in Vision’s forehead caused a malfunction in the primary systems of the framework. It interacted with the technology in an unexpected manner; his ability to manipulate density has made the framework physically dangerous and fried key safety protocols. I am being shut down from within the framework as we speak.”

“Then don’t get me out, get Tony out!” Pepper said frantically as the door shut in front of her. She immediately kicked at the offending armor that had powered down and tried to open the door. It remained locked.

“I did try Ms. Potts, but as I said the framework malfunction overrode my protocols. I was shut out of the framework and can no longer locate Tony within the room. I no longer have control or access to _anything_ in that room.”

“Send in an armor!”

“I will be disconnected from any armors that enter the framework Ms. Potts. It would be useless to send in any of the Iron Legion.”

Pepper tried to process the information, pacing back and forth, wiping the sweat from her forehead. “Let me go get him, Friday.”

“I cannot allow you to be put in danger, Ms. Potts,” Friday said gently. “You know my protocols.”

“I gave the override.” She leaned over, pressing her hand to her mouth.

“As Mr. Stark is not currently in life threatening danger, I cannot accept your override code. I’m sorry.” She did, actually, sound sorry.

“Do we have visual?”

“Audio and visual are still functioning on a separate server, but he either can’t hear me or won’t respond.”

“Let me try. Tony! Tony! Can you hear me?” The scene had gone back to the Stark living room of Tony’s formative years, but teenage Tony and his parents were gone. Just the furniture remained. Pepper tapped the screen, panning the camera, searching for Tony. She saw his shoe by the edge of the couch and quickly switched views. Tony was lying on the floor, his head cradled in his hand as if trying to ease a terrible headache. His eyes were closed, his brow slightly furrowed. “Tony!” She paused a moment, then slammed her hand down. “He can’t hear me! Let me back in there!”

“Ms. Potts, please,” Friday said, and the ‘please’ caught Pepper’s attention, pulled her out of her panic. “If anything were to happen to you, I don’t think the Boss would be able to live with himself. I cannot predict what will happen in there.” It was times like this that Pepper sometimes missed JARVIS. She loved Friday, half like a child, half like a sister, and she was wise enough to listen to the AI because she trusted Tony, who had created her protocols.

“Options.”

“Calculating.” Friday paused a long moment, then said, almost reluctantly, “I think we better call for help, Ms. Potts.”

...

A puff of wind on top of one of the highrises.

A friendly and gentle touch of air, not fast, not cold, the kind of thing that played with your hair and brushed your cheeks and felt like laughter and there would come a moment when--

Peace.

When concentrating, he could choose what he sensed. He could smell ice cream and hot dogs, and springtime smells like grass and wet soil and sprinklers and cool but not freezing and late sunshine for a few more moments because it was already getting dark though it wasn’t late, and he could smell dinners cooking and the heat from the ovens. He could hear laughter and chatty conversations and excited banter and _Hey! I’m walkin’ here_ in a strong Brooklyn accent and a mother yelling without malice about a baseball through a window and car horns and all the soupy mess of the sounds of the city but it was all so benevolent like a giant family Thanksgiving where the family argues but they do the dishes together. He could taste it. He could feel it.

 _It._ You know. _The Thing._

The Thing he was trying to preserve. The Thing he was fighting for. The Thing that motivated him when he was super stressed about school and missing out on fun things and he felt the weight of it and the responsibility and was tired and hungry. The Thing that was there no matter what other bad things were happening. The Thing.

He swung down as the sunset burst across the sky with color and light and beauty. There was nothing to do, for once. He couldn’t sense anything going wrong at all. It was like the city was giving him a big ol’ smelly hug.

 _Spider-Man?_ The text appeared in the top right corner of his HUD in blue letters. Peter moved back from the edge of the highrise where he’d been looking over the city.

“What’s that Karen?” He asked, surprised. He’d never seen any messaging there before.

“It’s a secure channel accessible only in emergencies, Peter. Mr. Stark built it in as a failsafe communication in case Friday or myself was rendered unusable somehow. Also as a way to contact you without interrupting your current activities.”

“Uh… accessible by who, exactly? How to I answer? I mean, it’s like a text or something? And, I mean, you’re fine, right? Is something wrong with Friday?” A display of readings, too fast for Peter to read and in some weird computer language, scrolled across the HUD.

“Reply by speaking. My systems are functioning within normal parameters. Friday appears fully operational, but her systems are on yellow alert and in lockdown mode. Information is not forthcoming from her about the nature of the problem.”

“What’s yellow alert?” He asked curiously.

“Potential threat with unknown repercussions. Typically for a threat that has not been analysed completely but has been classified as dangerous or potentially dangerous. Key systems are shut down for protection and as a safeguard against unauthorized access, a step up from normal safeguards.”

“Okay, well, geeze is there some kind of training manual because that would have been good to know.” Karen did not reply to this. Peter shrugged, his curiosity peaked. “This is Spider-Man, how may I help you?” He immediately rolled his eyes at himself, but like? What was he supposed to say to a mysterious text?

_Hi Spider-Man, sorry to bother you, are you busy?_

“No I’m not but who is this?” Peter asked, again filled with curiosity as the words appeared across his screen.

_Oh right! Sorry! This is Ms. Potts, we’ve met before at Mr. Stark’s Future Builders gala, do you remember me?_

“Uh, yeah, duh of course I do. No Karen erase duh! Dang it, I guess it just sends it as I say it, sorry Ms. Potts. Um. How can I help you, is Mr. Stark okay?”

For a minute, nothing appeared on the screen and Peter wondered if the connection had been lost or something.

_If it’s okay with you, I would rather explain when you get here. If you can get here. If you can make your way to the address I’m sending Karen, a helicopter will pick you up in twenty minutes. Will that work? Oh dear. Should I call your aunt? What does Tony usually do?”_

“I can call her Ms. Potts. But like… a helicopter for reals? Where will it take me?”

“It will bring you to Avenger’s Compound. You’ve been here before, right?”

“Yeah I have.”

“Great. Have Karen contact me on this channel only. Keep your mask on and don’t talk to anyone you meet about anything we’ve discussed, okay? Please tell your aunt that… that there shouldn’t be much danger and we should have you home in a few hours, if everything… I have to go, I’ll explain more when you get here. I’ll send the coordinates to meet the helicopter now. See you soon!” The screen cleared the text messages a moment later. He processed through her instructions. Last time he’d been to the compound, he’d been allowed without a mask, it made him curious about what was different this time.

Peter waited a moment for the map to appear and began to web his way toward the location which was several miles away. He had Karen call May and told her what was happening. “Just call my cell if you need anything,” he told his aunt. She agreed and asked him to keep her posted.

…

The helicopter pilot removed her protective eyewear and gave Spider-Man a wide smile. “Hello sir. I’ll be your pilot. Have you been in a helicopter before?”

“Not exactly,” Peter replied.

“It’s a bit noisy so here’s some protection for your ears. You’re going to want to keep those on while we’re in the air. Pull this microphone down if you need to talk to me, but it won’t be a long flight. Ms. Potts requested no detours.” Again the woman flashed him a grin. She was a pretty Latina lady and Peter liked her immediately.

“What’s your name?” He asked her.

“Ramirez, sir,” she said, her grin widening. “You know Iron Man, sir?”

“Uh, yeah! He helped me with my suit.”

“Very cool sir!” Ramirez enthused.

“Do you know him? Tony Stark I mean?”

“Not really. My sister was in the humvee he was in when he got kidnapped in Afghanistan. I was just a kid when that happened but he’s always looked after the families of the soldiers killed that day. When I wanted to fly, he helped me out, but I haven’t talked with him in person very many times.”

“That’s awesome! Sorry about your sister.”

“Thanks. Come on, I can already hear Ms. Potts grinding her teeth.”

It was too noisy to talk and Peter was too interested in everything in any case. He wanted to touch everything, but Ramirez was on her game then and made sure he was buckled and didn’t look like she wanted any nonsense.

She waved him good-bye when they got to the compound and Peter admitted to himself he was somewhat nervous. He was really hoping to see Happy, whose exasperated annoyance with him would always weirdly set him at ease, but it was a stranger in a suit who beckoned him to follow him.

“Spider-Man, follow me, sir. Ms. Potts is waiting for you.”

Avenger’s Compound was huge, more than a hundred acres and tons of building for who knows what. Peter took in his surroundings. Even for a billionaire, this place was impressive and nice. It was dark now, though, and it was kind of weird with all the windows because that seemed to be a running theme, but during the day it probably gave an awesome view of the grounds.

The suit guy didn’t join him in the elevator. “Security pass 243,” he said, surprising Peter, but the man was evidently talking to the elevator because the light changed from white to a pale yellow. The man gestured for him to enter the elevator and Peter stepped in alone.

It was weird. Why _was_ he here? It seemed like it took forever for the elevator to descend. It felt like he was deep underground now, but he really didn’t have a way to know for sure.

The doors opened and Pepper Potts, who closed a holographic video as he came in, taking a breath in before turning to him with a smile. Peter hadn’t really been actively expecting anything, but he wasn’t expecting Pepper to be alone. He supposed that Happy or Rhodey or even Vision would be there along with all the compound workers that always seemed to be swarming all over, but it was just her.

She was as pretty as she always was in magazines, probably because she made magazines agree to not photoshop her images. But Peter had seen his Aunt May mask worry and fear enough to recognize it her Pepper’s face as she stood up and stepped forward to meet him. “Mr. Parker, hello! How are you? Are you hungry? You can take off your mask now if it’s more comfortable, or keep it on if having Karen and the HUD is helpful.”

Peter pulled his mask off. Karen and the HUD _were_ helpful, but he could use the full faculty of his senses without them and that could be helpful too. Pepper smiled brightly at him, her worries forgotten for a moment as his brown hair flopped over his forehead. She affectionately brushed at it.

“Forgive me for saying so, Mr. Parker, but you’ve grown since the gala,” she said. He attempted to not blush, but he did, to his further embarrassment.

“Please will you call me Peter, Ms. Potts?”

“Okay, if you call me Pepper.”

“I don’t know if I can,” Peter admitted. She was only one of the most insanely smart and accomplished women on the planet. Her smiled widened.

“Whatever you’re comfortable with, but Pepper’s okay with me Peter.”

“Thanks Ms. Potts. Um… is Happy around? Or Mr. Stark?” He was instantly sorry he mentioned it, as the worry she was trying to hide showed in her eyes a moment.

“Sit down, Peter. I have something of a delicate nature to discuss with you. I need you to tell me instantly if you are uncomfortable with anything or don’t want to help because although I’m fairly certain nothing would harm you… I can’t guarantee your safety. In fact, I should have had your Aunt May come along, is there some kind of guardian consent that you usually get or--?”

Peter laughed. “No Ms. Potts, I don’t need a permission slip from my aunt. She knows what I do, and she and I have talked about boundaries and all that kind of thing. I’m not supposed to do anything too dangerous but she trusts me to decide.”

“I see. Well. We still might want to call her--”

“Maybe just tell me about it, and I can see if we should,” he offered.

“Right. Okay. It’s like this, Peter. Mr. Stark has use of a technology called BARF, binarily augmented retro-framework. It’s both revolutionary and experimental. It’s a non-pharmaceutical way to deal with past memories and trauma that can induce PTSD and anxiety, that kind of thing.”

“Okay, but. BARF?” Pepper chuckled, a warm sound that made Peter smile. The light glinted off her ring as she reached for a paper. Peter and the rest of the planet knew about her and Tony getting engaged. The more time he spent with Pepper the more he liked her and he was happy for his mentor.

Pepper sobered and was quiet. “I’m not sure if you are aware of much of Mr. Stark’s personal history, Peter.”

“Well, I’ve read all the biographies. And you know… the internet.” Pepper nodded seriously. Tony’s life was pretty much public knowledge, unfortunately. There were times they received letters from people inspired by the traumas he’d survived and the resultant philanthropies, but unfortunately, people were altogether more inclined to use the pain and suffering of his past as a weapon against him. Both of them often had to deal with the fall out of the press knowing some rather personal details of their lives. It never got easier, though they’d gotten better at masking their personal lives.

“Well, then you know Mr. Stark has been through a lot. And made a lot of mistakes, at times.”

“Sure, Ms. Potts, but Mr. Stark is amazing, you know? He made mistakes but he always tries to be better and all that. Always helping people.”

“That’s true. And I know that you were there a year ago when Mr. Stark tried to bring in Steve Rogers and his team in Germany. Are you aware of much of what went on during that time?”

“Not really Ms. Potts, just what Mr. Stark and Happy told me and what was in the news and all.” He’d technically done some snooping since then, but he didn’t know the facts from the rumors. Like everyone else, he knew that Captain America hadn’t been seen in _America_ since he refused to sign the accords and though he didn’t feel as strongly about it as other people, lots of people were upset about it, wondered about his loyalties, wondered why he was with ex-Hydra agents instead of cooperating with the US and the UN governments.

He also had a pretty good idea by the way Mr. Stark’s eyes got a glazed and indifferent look whenever the ex-Avengers were brought up that things hadn’t ended amicably, but that was like, more than a year ago now, forever ago.

“As far as I’m concerned it’s ancient history,” Pepper said, apparently agreeing with his unspoken thought. But her voice became suddenly cold and hard as ice. Not the bright, cold ice of the arctic, it’s blazing cold pain, but a darkness like ice in a cave that had never known light or the touch of human eyes. No warmth, no give, but unyieldingly hard and unforgiving. Peter raised his eyebrows slightly, just realizing that it would be perhaps a bit of a mistake to be on the wrong side of this woman. And here he’d thought Mr. Stark was intimidating when he was mad.

“But unfortunately, there are times when we have to deal with the consequences of other’s decisions. The events surrounding the Sokovia Accords are both pertinent to what I need you to do and incredibly private,” she said, forcing her voice back into a calmness. “I can’t even begin to comprehend how upset Tony will be when he finds out you were dragged into it more than you already were by fighting in Germany, but I’m out of options.”

“I’m not sure I understand what you need me for, Ms. Potts,” Peter said carefully when she didn’t speak again.

She shook herself. “The BARF technology is malfunctioning. Friday has been shut out of the system and we can’t turn it off or contact Mr. Stark. I’m afraid he’s… well, it’s as if he’s trapped in there. There seems to have been an unanticipated interaction with the gem in Vision’s head and the BARF technology. It has made it impossible for us to interact with the BARF framework and turn it off from out here. Someone has to go in and get Tony to remove the glasses that connect the framework with the hippocampus.”

“Mr. Vision seems a better option than me,” Peter protested. “Or you, or War Machine.”

Pepper was still a brief moment, her back perfectly straight, and Peter heard her hold her breath, attempting to control her emotions, but otherwise she responded perfectly calmly and without any outward sign of her distress. “I assure you,” she said, her blue eyes on Peter’s face. “We have exhausted all other possibilities before calling you in. As I said, something is wrong. BARF is no longer retro-framing memories, but it seems to be using subconscious feelings and experience with true to life memories, and this has put Mr. Stark in a weird… we don’t know what it is. It's difficult to analyze. But it looks and seems incredibly real to him. Some of the gem’s ability to manipulate density has somehow made the memories physically tangible, and therefore capable of causing real harm. Mr. Stark needs to--” She cut off abruptly, and Peter could hear her heart pounding, could hear something, the sound of what? Fear and grief and worry. “I can’t go in, and Vision could make things worse with the gemstone, and Rhodey and Happy are not in the country.”

“I will do whatever I can to help him, Ms. Potts. He’s saved me loads of times. After all Mr. Stark has done for me, I want to help him. Just tell me what to do.”

“He needs to take the glasses off. That should make the program shut down, or at least disconnect it from his brain, stopping the scenarios. That’s what we’re hoping for.”

“Well, I can just web the glasses off, it will take me two seconds.”

“Don’t do that, Peter,” she said quickly. “That will undoubtedly cause traumatic injury to his brain. There’s no telling how extensive it could be. It may irreversibly damage his memory. _He_ needs to realize it’s an illusion and take the glasses off, that’s very important.”

“Okay.”

“Whatever is happening in here will seem real. _Feel_ real. It’s not just memories, which are damning enough, but seems to have taken some qualities of subconscious interpretations of those memories, almost like… a nightmare. I’m hoping you will be able to talk to Tony and get the glasses off quickly, okay? Just… just be careful, Peter.”

“Will do Ms. Potts,” Peter replied cheerfully, though he felt a squirm of nerves at her anxiety. He wasn’t sure what to expect.

The door unlocked and, pulling his mask back on, he stepped in.

…

 

Light.

And then darkness. The darkness became all he could see. All he could remember seeing.

His chest-- it hurt. It shouldn’t there was something wrong about that, a familiar but wrong pain, clawing--

A roar, fearsome and teeth-rattling, jolted through his body. The rush of adrenaline, the last attempt of his body to stave off death and darkness, but his heart throbbed from it, once, twice, and the pain became more intense before it dimmed, like a dying star, but it was in reaction to the arc reactor beginning to function again, gently drawing back the daggers of shrapnel, kindly withdrawing them just enough to breathe, for his heart to beat, to live. A gift from Ho Yinsen that kept on giving.

“What the hell?” He asked, opening his eyes as the Hulk’s roar reverberated through his body. “What just happened?” But… Hulk. Bruce. Something troubled him, he couldn’t remember. Bruce was gone. He was right here. “Please tell me nobody kissed me!”

He’d just… he’d just flown a nuke through an alien wormhole. He couldn’t seem to move very well, the arc reactor was still repowering, he could feel the thrum of it in his chest, the vibration.

Steve looked tired. So hurt, he’d given every ounce of himself to the battle, taking hit after hit. Of course, they hadn’t realized then how much the serum would take that injury, take those blows, take that tiredness and turn it into strength. The harder he fought, the worse the battle, the stronger Steve became. Within a week of eating shawarma two blocks down the road, his strength and stamina would increase tenfold. But in that moment, Tony thought, watching him breathing hard, dirty and tired, he was a man who had reached the limit of his endurance. “We won.” That’s what happened.

Not. Quite.

Tony released the suit and it opened up, spilling him out. His body was covered with a mass of bruises; his heart was sore and weak from the moments the arc reactor failed, throbbing dully against the pain. He put his hand on his chest, the arc reactor, its cool and bright and perfect light. That wasn’t right. Thor helped him sit up.

“You should talk to him about this now.” Thor’s hand was strong and real and warm. Wasn’t it? “You can’t let resentment build. You don’t want to carry the burden Tony, of Steve telling Natasha to close it, and Nat listening, and no one protesting or asking for another moment or two. You should talk to him about it now.”

“We’re not finished yet,” Tony echoed something from his memory. He was supposed to feel relief. That was what was missing. He’d saved them, he should feel relieved, accomplished.

“It will wait a moment.”

Tony sat up, painfully. There was no part of him that did not hurt, was not painful. His eyelids hurt. His feet. His core. “Cap, you closed the portal. With me on the other side with a nuke and a trillion aliens. You left me to die alone. It was… it was your call and you didn’t wait for me, even with the aliens dead and defeated.”

“I thought I’d let you down, Stark, if I didn’t close that portal in time. I misjudged you. You were the only one willing and capable to make the sacrifice play. You were good, Tony. You saved us all. I didn’t want to make it for nothing, if the nuclear explosion escaped to New York, even a little bit, it would make your sacrifice and your gift for nothing.”

“That’s… not it. I don’t care about that. I understand that reasons.”

Steve rubbed his face, suddenly looking exhausted. “I’m sorry, Tony. I didn’t want to close the portal. I wish it had been me up there, but you were the only one capable. I’m sorry I didn’t wait longer. Thank you, for what you did. The helicarrier, the nuke, all that you’ve done. We would have lost. We would be lost. Thank you. Tony, thank you.” The three Avengers faded away, the buildings and rubble and alien bodies fading to darkness.

Peter was running up as the scene shifted, but he’d heard every word with his enhanced hearing. His heart was pounding. Mr. Stark’s first mission with the Avengers was common knowledge, but he hadn’t known they’d close the portal before they knew Tony was out. It made him afraid; what if he got left behind somewhere? But Mr. Stark would never leave him, he knew that before and he knew it more now knowing what Mr. Stark had been through, he’d never leave someone alone--

“Mr. Stark!”

Tony was standing painfully, holding his left side, wearing only the black under armor. It was specially designed to interface with BARF, not that it was really needed. His mind provided the details, and the sensations were real to his body because he thought they were. The pain from the battle was dissolving with everything else; the blue sky, the destroyed city faded out around them and for a half a moment Peter felt like they were standing in a large, open room, but it confused his senses because in that same moment, the light, the ground, everything, the smells, the temperature _shifted_ and they _were_ somewhere, an icy landscape, and it was getting _cold._

Tony was turning around, tired, pale, confused. His eyes landed on Peter and he just looked at him, worry starting on his face.

“Mr. Parker,” he said, his voice unsteady. He straightened, his hand going to his chest, confusion a mask on his face. “The reactor, the arc reactor--” he stopped, looking to the ground where the Iron Man suit had disappeared.

“Mr. Stark you had it removed remember? Mr. Stark? You have to take your glasses off.”

Tony stared at him uncomprehendingly. New York. They’d just… The Incident. He looked around at the snowy scene, bewildered. “Mr. Parker.”

“Yes, sir, it’s me.” Peter pulled off his mask. Karen had gone offline immediately when he entered the room, but his web shooters were still functioning. Tony had shifted slightly away, vaguely watching the snow fall, catching the icy drops in his hand. It melted and left a drop of moisture on his hand, which he wiped away. There was a metal bunker with wide open metal doors, dark, abandoned looking.

Peter took Tony’s shoulder, hesitating. “Mr. Stark!” He looked down at Peter’s imploring brown eyes but didn’t seem to comprehend him. “Your glasses! You’ve got to take them off sir! You’re in BARF, it’s malfunctioning, you’re not safe here.” Tony drew back slightly, raising his eyebrows.

“I’m not in BARF,” he said giving Peter a baffled look. “I’m not in BARF.”

“Sir, please, if you’d just take off your glasses,” Peter said and shivered. How was it possible? But Mr. Stark was a genius, this thing he built was incredibly complex, a work of engineering and technical mastery. He longed to study it, ask to read it’s coding and see how it was done, how the glasses worked, but first things-- “The glasses Mr. Stark.”

Tony reached up slowly and touched his cheek, sliding his hand up, encountering the glasses. He frowned and reached to take them off.

The moment he moved them, he collapsed to the ground with a cry of pain. He clutched his head as Peter knelt beside him, grabbing his shoulder again. “Mr. Stark what happened, are you okay?” He asked frantically. He could almost hear and feel Ms. Potts on the other side of the door, freaking out like May would if he were hurt.

The pain seemed to have roused Tony to a more comprehending state. “Son of a--” he said bitingly. “That… that hurt. What the hell. What the actual _hell_ \--”

“Are you okay should I like, call an ambulance or something? Are you like, dying or having a stroke or something?”

Tony pushed himself standing and Peter stood with him. Tony looked at him as if seeing him for the first time. “Not dying, no. But I don’t think I can just take these off, that hurt. Holy hell. Friday, end program.” He paused then winced slightly, massaging his temple. “Friday?”

“She won’t work in here! Ms. Potts called me because she couldn’t get you out because Friday wouldn’t let her because it was dangerous! And Vision can’t come it because it was probably his gem thing that made it go wacko but the point is no Friday and no Karen. We’ve gotta get those glasses off you Mr. Stark it’s the only way to shut down the program from the inside.”

Tony stared at him, frowning, trying to concentrate and process everything he was saying. “Huh.” He reached up slowly, probing where the glasses connected to his skin behind his ear and wincing. “Okay. Okay. Hang on.” He shivered convulsively, staring at the entrance to the bunker.

“I mean, is it really this cold or is it your head, and if it is how come I’m shivering?” It took a long moment for Tony’s gaze to find Peter again.

“It’s this cold. The program. Connected to my memory, it’s very precise, it’s reading... You said… no Karen? Um.” He shook his head, looking slightly confused again. He was experiencing a world where memory and reality were colliding. Peter shouldn’t be here. He tried to remember, but short-term memory in BARF was, it was slippery. “There’s an… there’s a. There’s a button. In case Karen goes offline, like you’re off grid someplace… someplace cold. Give me your, your wrist.” Peter reached out his hand and Tony tapped Peter’s wrist near his thumb three times. Immediately Peter was flooded with warmth, feeling relief close to pain.

“Mr. Stark, you’ve got to get those glasses off, sir. Where are we? You could freeze here.”

“Yeah. Yeah, you could. Maybe let’s… if we go inside it’s slightly warmer. The wind chill.” The moved just inside and Tony paused. Peter could barely see his face in the shadowy light, so starkly different from the bright lights of the snowy wasteland outside. But with his keen eyesight, even in the darkness he could see his mentor shudder, frowning. “I think… pretty sure, here, I can’t take these off mid-memory. Not with it malfunctioning. A minute ago when the memory ended, before a new one started, when it was dark. I think then I could have.” He closed his eyes as if concentrating. “In hindsight it was not a wise choice to let a technopath with alien technology in his head interface with an experimental technology only meant for humans.” He paused.

“Are you saying you can take it off after this memory?”

“Probably. Maybe. If not… you’re just going to have to take them off kid, and damn the consequences. It had to be this damn memory.” He sighed rubbing his hand across his mouth. “Listen, Mr. Parker, if you are him. I don’t even know if you’re real. What happens in here is dangerous.” He lifted his shirt and around his waist was a Hulk hand sized bruise from where Hulk had caught him. “Maybe this isn’t real. Maybe it will fade, but it hurts bad enough… This is beyond what I designed it to do. It would be better if you leave, I will try to take the glasses off at the end.”

“I’m staying with you to make sure those things come off,” Peter replied, staring aghast a moment at the injury. “There’s no way. Aunt May always says if you’re going through hell you better just keep going, sir, so let’s get going.”

Tony frowned at him, exhaustion showing on his face. “Stay back. Don’t interfere. If they attack me, I don’t want… I don’t want you getting hurt. So help me, kid, you can’t put yourself in harm’s way here. You have to swear.” Tony pressed his wrist to his forehead, wiping away a cold sweat.

“Okay,” Peter said without argument. “Whatever you say Mr. Stark. I promise.”

“Right. Okay.” An Iron Man armor enveloped Tony, springing up from the ground. A groan of a metal elevator door clanging open met Peter’s enhanced hearing. Iron Man walked into the bunker, his arc reactor and the light from his helmet blazing in the darkness. _High tech flashlight,_ Peter thought with a laugh to himself. They took the elevator down, Mr. Stark staring at the door and frowning. It didn’t open when they got to the ground level and Mr. Stark prised the doors open.

To Peter’s mild astonishment, Captain America and Bucky Barnes were waiting for them on the other side. Barnes had a freaky looking gun raised at them and Cap was shielding them both. They both looked surprised but didn’t move position when they saw Tony and Peter.

“You seem a little defensive,” Tony said, faceplate retracted.

“Well, it’s been a long day,” Cap said, standing up slowly.

“At ease soldier, I’m not currently after you.”

“Then why are you here?”

 _Try to remember the kind of September…_ Tony stopped, turning his head and listening and Peter tried to find the source of the music as well. Tony looked confused but the music faded.

“What was that music Mr. Stark?” Peter asked when Captain Rogers and Barnes didn’t mention it or look around. They still maintained their defensive postures. Iron Man looked over at him but did not answer.

“Why are you here, Stark?” Captain America asked again, this time his voice less harsh, but he kept glancing at Peter’s maskless face.

“Could be your story’s not so crazy. Maybe. Ross has no idea I’m here. I’d like to keep it that way. Otherwise, I gotta arrest myself.”

For the first time, Peter got a glimpse of a different Captain America than the one he’d encountered personally so far. He’d seemed intimidating, cold, calculating. He hadn’t seemed to care about anything Mr. Stark was saying. But now he relaxed slightly and gave a small smile.

“Well, that sounds like a lot of paperwork.” He lowered his shield. “It’s good to see you, Tony.”

“You--” but he stopped. He raised his hand and his forehead, rubbing it. “It had to be this. This is… it’s not real. It’s this memory, I keep getting stuck on it.” Peter looked uneasily at his mentor. Just what had happened here? No one had ever told him that Mr. Stark had encountered the ex-Avengers after the airport.

 _Deep in December, it’s nice to remember… without hurt the heart is hollow._ Tony closed his eyes, clenching his jaw as the mysterious music wafted through the cold and metal bunker again.

“Tony, are you all right?” Steve Rogers stepped forward, gesturing for Bucky to lower his gun. “Do you need medical? Did you hit your head?”

“No, I didn’t. It’s good to see you too, Cap, let’s go get Zemo.”

Iron Man lead the way in the darkness, the arc reactor in his chest providing light and his suit providing protection. Steve eyed Peter with a small frown of disapproval.

“He’s a little on the young side to be out this way, isn’t he Stark? Germany was one thing--”

“Yeah, he’s not supposed to be here. I was going to come alone and as a, as, as a frie--” Tony stopped and shook his head. “Stay back, okay Spider-Man?”

“Yes sir,” Peter replied quietly. He was getting a bad feeling about all of this.

They entered a vast room, filled with metal and shadowy, dim chambers with vague figures. Steve, Bucky, and Peter looked around in alarm and surprise while Tony fell back. “If it’s any comfort, they died in their sleep,” a voice said with a slight Sokovian accent. _Life was so tender… dreams were kept by your pillow._ Peter tried to ignore the music the way everyone else seemed to be. “Did you really think I wanted more of you?”

Peter could see now the dead bodies. “Mr. Stark--”

“Shh, it’s okay Peter,” Tony murmured, and even if the dim, yellow light, with his enhanced senses Peter could see Tony was pale, had a sheen of sweat on his forehead despite the cold.

“What the hell?” Barnes said.

“I’m grateful to them, though. They brought you here.” Peter jumped as Captain America’s shield bounced off the metal. “Please, Captain. The Soviets built this chamber to withstand the launch blast of UR-100 rockets.”

Peter glanced over at the genius billionaire, expecting that his suit’s repulsor blasts could, given time, exceed that, but Tony said nothing. “And if you did break through, you’d never know why you came.”

“You killed innocent people in Vienna just to bring us here?” On the outskirts of his hearing, Peter heard a food scrape against the ground. He turned quickly, seeing only a flash of something gold and dark. It looked familiar.

“What was that?”

“Something that doesn’t matter,” Tony said. “I’ve tried so many times to change this. I can’t get it right. BARF keeps coming back to it. I feel like I’m trapped in hell here. You shouldn’t be here.”

“How nice to find a flaw,” Zemo was saying to Captain America. Peter shivered, through his suit continued to keep him warm in the freezing temperatures.

“You’re Sokovian. Is that what this is about?”

“Sokovia was a failed state long before you blew it to hell. No. I’m here because I made a promise.”

Peter watched Cap’s face change to guilty understanding. “You lost someone.”

Zemo clicked his tongue. “I lost everyone. And so will you.”

Tony tsked. “He didn’t lose anyone he cared about, Zemo. Sorry your stupid evil plan only partially worked.”

Cap looked over at Tony’s words, confused, but Zemo ignored him, reaching for something. A screen nearby started playing a video. “An empire toppled by its enemies can rise again. But one which crumples from within? That’s dead… forever.”

Peter walked over to the grainy video. December 16, 1991. He glanced over at Tony, confused about what was going on. But Tony wasn’t watching the video, didn’t seem to be paying any attention. “I won’t be able to stop it. I’ve tried. So many times, I’ve tried.”

He walked over to the screen then. “I know that road. What is this?” Granted, he wasn’t around Mr. Stark for extended periods, but it was the first time he’d heard him ask a question in that tone; knowing, fearful. It set him on edge and he watched the video in growing horror. Watched the car crash, watched as someone who looked exactly like Captain America’s friend rode up on a motorcycle. He saw the uneasiness on Captain America’s face.

“Help my wife. Please. Help.” But he doesn’t get help. He gets lifted by the hair. “Sergeant Barnes?” The man in the video asked in confusion. Peter can see, he sees then when Barnes kills the man with two powerfully delivered blows.

“Howard!” He can, even with enhanced hearing, barely make out the woman in the car’s faint plea. Mr. Stark seemed to be reacting viscerally to the video.

“I won’t be able to stop it,” he was muttering to himself, his eyes closed, but he not only looked sick, he looked _angry,_ something more dangerous than angry. On the video, Barnes, without expression on his face reaches into the car and kills the woman.

Peter stumbled back, narrowly avoiding Iron Man.

“Mr. Stark! Mr. Stark who were those people?” Peter asked, sick. They had to be really bad people to be killed like that and no one had done anything to put Barnes away. They had to be really bad villains.

_When life was so tender, that love was an ember about to billow._

__“My parents,” Tony replied, barely audible, only audible by his increased sense of hearing. His lips barely moved, he kept his eyes closed as if he didn’t want to see any of this._ _

__Captain America was breathing hard, looked upset, kept glancing from Tony to Bucky. “Tony?” He said tentatively when Tony didn’t open his eyes, didn’t speak. “Tony, it wasn’t his fault. He didn’t kill your parents, it wasn’t him. Hydra--”_ _

__Tony finally opened his eyes, and saw for once that Steve Rogers, too, felt grief, for once he shared it-- it wasn’t another ‘soldier’ lost, or ‘sometimes we don’t save everyone,’ or ‘if we lose someone it doesn’t mean we give up.’ Instead of brushing it off, instead of the righteous stoic, instead of the lifted chin, Steve showed what he’d only let Natasha see briefly at Peggy’s funeral-- his grief. But knowing that Steve Rogers shared his experience of loss and grief and still protected Bucky tore a hole in Tony’s heart._ _

__Peter felt a lump in his throat at the raw grief, pain, and betrayal he saw on Tony Stark’s face. He struggled to come to a conclusion that couldn’t be right, couldn’t be real. Captain America’s friend had killed Tony’s family, and Captain America had known about it?_ _

__“You knew?” Peter asked, stunned. His entire concept of who Captain America was and what he stood for was crumbling, and he sagged under the crushing weight of his disillusionment. When Mr. Stark had recruited him, he had said Steve Rogers was a good man, who didn’t know the danger he was in, that he was putting others in and he would come around once they had a chance to talk about it but this--_ _

__Peter shot a web and yanked the gun out of Bucky Barnes hands. Surprised, the man didn’t even try to hold the gun and Peter let it slam into the metal wall behind him, shattering the gun._ _

__“Peter--!”_ _

__But Steve Rogers was already moving automatically in response to a threat. Peter could see the Captain was in a defensive position, trying to protect his friend, not trying to hurt anyone, and made him so _angry,_ he swung around and kicked the man in the chest before he could bring his shield up, knocking him across the room. Peter had landed a couple of blows, but the soldiers were getting angry, defensive, they were going to fight back--_ _

__Tony grabbed the teenager from behind, restraining him in the cold metal grip of the Iron Man armor. “Peter just what the hell do you think you’re doing?” He hissed. Though Peter could have broken away without even trying, stronger still by far than the grip of the metal suit, he didn’t. “That’s like if… like if Ned helped the guy who killed Uncle Ben--”_ _

__“Barnes didn’t do it on purpose, he was brainwashed,” Mr. Stark said, his voice closed off, expressionless._ _

__“That doesn’t make it right!” He said harshly, angrily. “He should be getting help not going on missions! And Captain Rogers _knew_ and he was your friend and he didn’t tell you--!” He broke away, enraged on his mentor’s behalf, his heart heavy with the grief and guilt of his uncle’s death that all of this reminded him of, and when the soldiers fought back, Tony fought with him. They fought, side by side, and while Barnes tried to get away at Captain America’s request, Peter chased after him while Captain America fought against Tony. _ _

__Peter was so focused on the escaping Barnes that he wasn’t paying attention to what was happening behind him until he heard the sharp clang of metal against metal, the sound of the armor, it hit against an uneven metal landing, he could hear the injury to Tony’s arm and he turned back. “This won’t change what happened!” Cap said desperately, and still, stern, scolding._ _

__“I don’t care,” Tony said. “I don’t care, I don’t care--”_ _

__Peter slammed into Cap, engaging him a few moments as Tony got to his feet. He could hear Tony fighting Barnes, but turned when he heard Barnes screaming, turned and saw him trying to rip the reactor out of the Iron Man armor, saw the suit buckling under the metal hand, saw Mr. Stark grasping at the hand that had killed his father, and he was so angry that Barnes would dare fight Tony, would dare to touch him after killing his parents, he forgot Cap and attacked Barnes, without thinking, even as he could tell Barnes was trying not to hurt him, he was so hard to hit but Peter was fast, incredibly fast and they fought each other, he could hear Iron Man fighting Captain America, he knocked Barnes down and turned--_ _

__He turned to see Steve raise his shield and slam it down across Tony’s chest with incredible force, with Tony’s hands raised to ward the blow with the repulsors glowing on his hands but he didn’t shoot and then it was too late. Tony’s face goes from fear to grief. Both of them are a bloody mess. Steve looks down at Tony’s face then slumps down, his eyes closed, what little Peter could see of his face he couldn’t read, he didn’t know what it meant._ _

__“How could you?!” He said as Captain America wrenched his shield out of Tony’s chest with a jerk. Peter rushed over to Tony, kneeling beside him in the ruined suit, seeing his pain, his injuries._ _

__“You wouldn’t... understand, kid,” Cap said, out of breath, staring down at Peter. “Bucky is my friend.”_ _

__“So was he,” Peter choked, embarrassed to feel the cold tears on his face, having forgotten, forgetting, all of this was in the past, was just a memory he wasn’t even supposed to be a part of. At his words, Tony made a harsh, bitter sound-- too angry and broken to be a laugh, but a crude imitation of one. Steve ignored them both in any case, picking up his fallen comrade._ _

__Tony closed his eyes, catching his breath. He said nothing to the pair of men as they walked away and when Peter shifted, as if to go after them, he felt Mr. Stark grab his wrist, restraining him without a word. Steve stopped near the door, dropping the shield, then he came back to Tony and Peter._ _

__“I’m sorry, Tony. I should have told you. I thought I was sparing you.”_ _

__“You know now you were really sparing yourself,” Tony mumbled through bleeding lips, not opening his eyes._ _

__“I’m sorry. Hopefully one day you can understand. No matter what, I promise you. If you need us, if you need me, I’ll be there.”_ _

__“I wouldn’t have killed Barnes, Steve,” Tony said, still not opening his eyes. “I could have at any point. I just wanted you to… I wanted you to feel what it felt like. Scared. Helpless. What I felt like, what it felt like, when I watched my parents die, and you watched me watch my parents die. I guess you showed me. Huh? You sure did. Just the same, I don’t think I’ll be calling you. Okay? Off you go Cap. Run along now, to Wakanda. I think I finally got it off my chest. I think I finally… I think it’s time to let go. It’s good to let go.” Tony sat up painfully in the mutilated armor, and Peter helped him. He opened his eyes, looking at Peter, then at Steve._ _

__“I kept searching this memory, a way to frame it, Cap. Looking for a way to see it where you didn’t utterly betray me. Not just not telling me about Barnes, but all of it, fighting me and leaving me here. I hoped to find something that would show me you still cared about the Avengers in the slightest, but I can see now. ‘You did that when you signed.’ ‘I’d hate to break up the set.’ Everything you ever responded when I tried to bring you back to the team, I should have realized all along you didn’t want to._ _

__“I can see now. It’s good to let go. What’s a team without trust? I thought the problem was I couldn’t trust you, not after that, but now I see that all along the problem was… you never trusted me.” He looked away from Cap to Peter. Captain America walked away, and Tony didn’t stop him. The room began to fade into darkness._ _

__“He never did. When we first met, it started then. ‘Not the type to lay down on a wire.’ ‘You only fight for yourself.’ I thought it was Loki’s staff making him, but. Uh. Ultron. He… he tried so hard to stop me then, too, with Vision. He never trusted me. He trusted _her_ more than me. Her more than me.” He had gotten a desolate, bewildered look on his face, the same disorientation Peter had observed when Tony didn’t even know he was in BARF._ _

__“Mr. Stark?” He said uneasily._ _

__“He didn’t call me when SHIELD was collapsing,” Tony continued, his voice scratchy from screaming. “He didn’t come either when the Mandarin blew up the mansion, but I guess I didn’t call him, either. I didn’t think to? Did I think to? I can’t… I can’t remember now. ‘My faith’s in people, individuals.’ He said that once but he didn’t mean me. He never did. When he said the Avengers were my family, more than his, he meant _me._ I wasn’t the family he wanted or needed. He called the Compound home, but only when I left. It was me.” His voice broke on the edge of the word, like it should draw blood, and Peter’s heart twisted. His bitter disillusionment of Captain America was like a dark anger in his chest._ _

__“The memory is over, Mr. Stark,” Peter said quietly. “Let’s… take off the glasses. The BARF glasses, Mr. Stark, please take them off.”_ _

__“Yeah. That’s good thinking. Good idea, Mr. Parker.” He fumbled awkwardly with the gauntlet, it had been damaged in the fight at some point, reaching for his face and pulling off the glasses. The Iron Man suit, Siberia, the cold and metal and shadows and snow faded away. Peter watched it, broken-hearted but still curious, still amazed at the technology._ _

__Peter turned back to his mentor and his heart leapt to his throat; the bruises and blood from the fight had not disappeared. “You’re hurt!” Tony was wincing, able to remove the BARF glasses now but still it hurt, still it ached. The familiar nausea, the growing pain as the adrenaline wore off brought him back to earth painfully._ _

__He felt across his ribs. He would have to investigate _how_ it was possible for BARF to have actual physical states not programmed in but evolving with the memories. Part of Vision’s power was to manipulate his own density, but he’d never projected that power onto another object, only himself. It shouldn’t have been possible, but he’d seen so many things, including Vision himself that shouldn’t technically be possible--_ _

__“Mr. Stark, are you okay?” He looked up into Peter Parker’s worried brown eyes. He suddenly felt more tired than he had ever felt._ _

__He put a hand on Peter’s shoulder. “Sure,” he tried to say, but the word failed in his throat, nothing came out. He pushed himself up against the teenager, and Peter caught him, helping him to stand. The metal door opened noisily, Pepper rushing in, pale and her eyes red._ _

__“Tony! Tony, by Loki, you scared me, Friday couldn’t shut it down and she wouldn’t let me in, you were reliving all these terrible memories, I didn’t know what to do--” Tony enveloped her as she grabbed his shirt and buried her face in his chest, sobbing quietly. He stroked her hair, trying to comfort her, trying to calm her.__

___ _

__“Hey, it’s okay, shh,” he whispered. “We’ll shut it off and turn it back on again, it will be as good as new.” She gave an attempt at a laugh._ _

__“Oh Tony,” she said. Peter wiped his forehead, remembering Tony being beaten by the two soldiers. Bearing that. Bearing the memory of it. Peter’s friends were his whole world, Ned and MJ and people from class and band and clubs. If any of them had beat him up, had hidden truths he had a right to know, he didn’t know what he would have done._ _

__Pepper was regaining her composure, pulling her hair back out of her face and turning toward Peter. “Peter, are you okay? Did you get injured?” Peter shook his head, unable to smile, unable to say anything at all. He couldn’t believe what he’d just witnessed, he really couldn’t._ _

__“That’s lucky,” Mr. Stark said with a sharp irritation, “since I distinctly remember telling you to stay back and not fight anyone. Come on, come out, Karen can look him over if we get out of this room. Hang on, let me just.” Tony had stopped, leaning over, in dizziness or nausea or weakness after the prolonged ordeal. Pepper let him lean on her, shooting a helpless glance at Peter, and Peter came over, pulling on Tony’s arm to put it around his shoulder so he could lean on him._ _

__It would have been no big deal to just pick him up and carry him, he could have done it with one arm, but he let Mr. Stark use what strength he had left. Even then Mr. Stark wasn’t going to let him help. “Listen, kid, I’m fine, I just need--”_ _

__“Tony,” Pepper said with fear and reproach, and he twisted his mouth in a brief half-smile before acquiescing._ _

__They walked out the door and Peter felt Mr. Stark’s sudden weight against him as he collapsed. He held him firmly as Pepper made a distressed cry, looking for a chair or something for Tony to sit in. Peter knew his incredible strength, capable of stopping buses, would not be challenged by Mr. Stark’s meager weight, yet still, holding up his injured mentor, he somehow he still felt the weight of what he witnessed, the unbearable, overwhelming burden of it all, the video, the fight, all of it, and he felt so weighed down. Heavy. This was heavy to his sore heart._ _

__Pepper was efficient and precise, yet she had tears streaming down her face, which she ignored as she knelt in front of Tony as Peter helped lower him to the chair. “Medical,” she advised._ _

__“Give me a minute and we’ll see. You’re probably right,” Tony mumbled, pale and light headed._ _

__“I always am,” she said, as if she were repeating an old joke between them. “Friday?”_ _

__“Preliminary and primary scans show no life-threatening problems, Ms. Potts. However, there are some traumatic injuries and exacerbation of the left arm injuries.”_ _

__“As per usual,” Pepper said with a biting irritation. “My hell, Tony!” She said with exasperation. “Only you could get yourself physically injured by a memory machine of your own making.”_ _

__“In my defense--”_ _

__“Refrain from speaking, Tony,” she said waspishly. “Peter, is Karen back online?” Peter shook himself out of his stupor and tapped the bud in his ear that connected him to Karen when he wasn’t wearing his mask._ _

__“Hello, Peter,” she said in his ear. “Nice work in there. You appear to be undamaged.”_ _

__“Yeah yeah, she’s good, she says I’m good,” Peter said to Pepper._ _

__“How long was I in there?” Tony asked, stretching out his hands in front of him as they trembled, clenching them into fists._ _

__“Eleven hours, 23 minutes, and 42 seconds,” Friday answered._ _

__“Pity I didn’t figure out a way to remember a nice long nap. Or a bathroom.”_ _

__Peter laughed, a bit too loud, a bit too long. Tony looked at him in concern. “Are you sure you’re okay, kid?” Still trembling slightly but with more color in his face, Tony pushed himself standing. “I’m sorry you had to see all that. That you were in harm’s way to help me--”_ _

__“Nah, Mr. Stark, I wasn’t in any danger. The memories weren’t interested in hurting me at all. They weren’t being serious in their fight with me at all. Lucky me,” he said stonily and sarcastic._ _

__Tony looked at Peter’s angry, bitter expression, and his face softened. Carefully he put an arm around him._ _

__“I really am sorry you had to see that, kid. I’m truly, truly sorry. I’m sure Ms. Potts had no other choice, and no way of knowing what you’d see. Neither of us wanted you to… I’m sorry, Peter.”_ _

__“It’s really not your fault, Mr. Stark.”_ _

__“Whether it is or not, I am somewhat accountable that you were there,” Mr. Stark said sharply. “It’s not right. Damn it.”_ _

__“Mr. Stark, I’m glad I know,” Peter said fiercely. “I thought they were good guys. You _told_ me they were good guys.” He couldn’t keep from sounding accusing._ _

__“Peter, they _are._ They are good guys. Bucky Barnes was, is, whatever. He’s not the Winter Soldier, or not only the Winter Soldier. I hope to high heaven that wherever he’s holed up they’re getting him some help. Steve Rogers has saved lives a dozen times over--”_ _

__“But Mr. Stark, he… if it was anyone else, any other random guy, he’d be uh, uh a villain! He’d be like any guy I try to stop on the street. The Winter Soldier killed like a hundred guys and Captain America just let him go around free _and_ he was breaking the law by being in Siberia, right? And then fighting all the police and causing all those car accidents when Barnes was running away--”_ _

__“Okay. Listen, Peter. Okay? This is important. I need you to understand this. I do hear what you’re saying. I understand why you think that, and all of your feelings are also understandable and I think a lot of people would feel the same way in your shoes. Okay? Me included. I’ve thought the things that you’ve thought. But Steve Rogers is a good man. We don’t have to agree with him, or approve of his methods, which I, of course, _don’t._ But just because someone does things… things that we don’t like, it doesn’t make them a villain.”_ _

__“I’m sorry, Mr. Stark. I don't understand. I don’t see how you can say that. After all he did.”_ _

__“I’ve had a little longer to think about it. I know him a little better than you, or at least I used to think so. And because, Peter, when you have the ability to stop anyone who disagrees with you and call them a bad guy or a villain, that can lead to _you_ being a bad guy. Every bad guy I’ve ever dealt with thinks he’s doing the right thing. Thinks he’s doing something for a greater good, even me. Lots of people think Ultron was my fault and that I don’t deserve the title of hero. See?”_ _

__“That’s completely different!”_ _

__“It’s _not,_ Peter. Not to those who think it. So this is the important part. One, they didn’t do anything to you, and I hope you forgive them for their mistakes. It’s not your burden to bear. And two. Be careful how you judge people. Anyone. You can’t be too careful. Steve Rogers is a good man, and doing what he thinks is best. And if he…” Tony glanced at Pepper and sighed. “If he doesn’t trust me, I’m sure he has his reasons. Time to move on.”_ _

__A silence filled the room as Peter tried to understand what Tony was asking of him, trying to see his perspective through his anger and hurt in his behalf. “Hear that?” Tony asked, and paused to let the silence fill the room again. “Yep. We’re done here. You come with me to Medical, you haven’t had a checkup in a few months anyway. Okay? Call Aunt Hottie and ask if she’ll make me some of her disgusting walnut loaf. I’ve been craving it. A little bit, as a kind of palate cleanser, you know? Something like that makes everything else taste really good.”_ _

__Pepper slid herself under Tony’s arm to support him, and receive his warmth and support in return. Peter, toying with his mask, followed them._ _


	5. how it ends

_June 2017_

“Are you sure you’re okay? I mean it, kid, you have to be honest. We can do this anytime. It doesn't have to be now. When you’re ready.”

“I’m really honestly ready,” Peter confirmed, but his palms were sweaty. It was weird to be nervous about your own memory. 

“Um. All right. Remember, you can end it at any time if it gets to be too much. This is supposed to be a thank you, so if it’s too emotionally damaging, it kind of ruins the thank you. Right? And your Aunt May is just right here as well, so. Honestly, if you’re not ready--”

“Mr. Stark!” Peter laughed, relieving some of his nerves. “I think you’re way more worried about it than I am. It’s incredible, I’m excited. I’m ready.”

“Right. Like I thought you were. Okay.” Mr. Stark fidgeted a second then handed Peter the glasses. “Okay. Right. Have fun, then.”

Peter smiled and took the glasses. He stepped to the doorway of the BARF mainframe and put the glasses on, then stepped inside.

It was weird looking around something that was only in his head moments before. It was _so freaking cool_ though. He was in his bedroom at his old house, one he hadn’t been in for like, ten years. He walked around the room and touched his old bed, looked out his old window; it was nighttime, but the moonlight on snow made it bright and beautiful. He picked up an old stuffed animal. “Whoa.” He hadn’t even seen much yet and his whole chest ached with a kind of sad joy, a feeling that came with remembering something happy you can never have again. But he was. Mr. Stark was letting him.

He spent several more minutes in his room, taking it all in. Playing with a few things a minute. He was in no hurry. He walked out of his room and down the hallway, stopping to look at the pictures on the wall. Some of them were still around, hanging in Aunt May’s house. Some were ones he didn’t even know he remembered and he took several minutes to try and memorize the smiling faces, the happy scenes. There was one with a cat that he’d forgotten about, they had it when he was two. It looked like the one in the deli, no wonder he’d always liked that cat. 

He could smell something yummy cooking in the kitchen; he remembered then they always had cinnamon rolls on Christmas morning for breakfast. He grinned widely. _So cool._

A little kid suddenly burst out of his parent’s room and brushed by him. Peter partially turned so the kid would avoid running into him, his heart pounding at the sight of his smaller self. “Mom, dad!” He heard himself shout. “Santa came! He came! He really did, he brought ”

“Coming kiddo,” Peter heard his dad, Richard say in a sleepy voice. “What time is it Mary?”

“Time to open presents,” he heard his mom answer with a chuckle. “Five thirty.” His father responded with a good-natured groan. He heard their bed creak as they got up and shuffled into the hall.

His mom was so beautiful. He never forgot that. It was familiar and achingly comforting. Her hair was a mess from sleeping and she was wearing one of his dad’s shirts for pajamas and sweatpants and fuzzy socks. He felt tears prickle in his throat. He took in the sight of his dad, who was wrapping Mary in a hug and telling her merry Christmas. His hair was cut too neatly to be messy from sleeping, but he had a little scruff on his cheeks and smelled like his cologne. “I’ll put some coffee on,” he said.

“None for me, I’m taking a nap later this morning,” Mary informed him and he saluted her with a grin. 

Peter walked behind them, wishing time would slow down. Little Peter was shaking boxes excitedly while a brightly lit, cheerful Christmas tree brightened the entire room. He took in every detail, the blanket on the old brown couch, his favorite toy on the floor. Richard and Mary sat down together, holding hands, and watched six-year-old Peter unwrap his presents. They smiled and commented and ruffled his hair, and Peter watched, almost feeling the ghost of his father’s hand on his head. 

Peter walked silently closer, amid the growing pile of wrapping paper. He studied the smaller version of himself; someone he knew perfectly at the same time he was a stranger to him. It was him before all the fear and grief and pain. Sure, his parents were away a lot and Aunt May and Uncle Ben were just as much his parents as Richard and Mary. But little Peter didn’t know any different, was happy, had all these people who loved and took care of him. He found the younger version of himself beautiful and somehow heartbreaking. 

Because he knew it wouldn’t last. It was their last Christmas together.

By the next year, there would be no more cinnamon rolls; Peter had lost his taste for them. He would unwrap a few presents but could barely muster an attempt at excitement. This was the last time.

He was vaguely aware that tears were streaming down his face, first hot, the cool, and he didn’t understand the aching that his joy and grief brought, but it hurt, it hurt. Did he feel this more keenly, as well? Or was this his own heart and not his enhanced abilities? There was no way to know.

Tentatively, knowing it would bring him pain, but yearning all the same, he walked over to his parents. He saw the way their fingers intertwined, the way they leaned slightly on each other as they smiled and talked and laughed. Unable to resist, he reached out to touch his mother’s hand, but whatever Vision had inadvertently done was fixed, and his hand passed through hers. She didn’t feel it, she couldn’t see him. His heart twisted.

“Peter,” his dad said, and both Peter’s turned their heads toward him. “Come here, buddy! Want to help me give mommy her present?” Little Peter dropped his new toy car and came over eagerly, smiling brightly. His dad put a small wrapped box in Peter’s hand and Peter hid it behind his back with a mischievous smile.

“Guess which hand mom!” She pointed to first one hand (wrong), then the other (ding ding!) and Peter handed it to her. She unwrapped it with a smile of excitement. It was a diamond necklace; older Peter recognized it. It was in Aunt May’s jewelry box. His mom had never gotten to wear it; she’d been saving it for a special occasion that never arrived. Richard and Mary had left all their belongings to Ben and May, to keep for Peter. May had shown it to him a few times, told him he could give it to someone special someday. 

His dad drew the little Peter onto his lap. “I’m proud of you, son,” he told him. Little Peter got a tight embrace. “You’re a good boy. You work hard. You help your aunt and uncle, they told me all about it. I’m so proud of you. We love you so much, buddy.” His mother rubbed his back; Peter felt a shiver, almost feeling it, so vivid was his recollection in that moment.

“We love you, Peter. You make us so happy. We’re the luckiest family in the world.”

The memory was fading to darkness. 

Peter took off the glasses. 

A small wave of nausea came and went within a moment. There was a cozy looking couch and table set off to the side of the large room, set there specifically for him to take a moment. He went and sat down, feeling as if he might drown in everything he was feeling.

Mr. Stark had told him it might be like this. He’d encouraged him to allow himself to feel it, not fight it, to cry or scream or do nothing at all, but not fight it. Peter couldn’t have fought the tears if he wanted it, for all his strength, for all his powers, he was helpless against them so he grabbed the tissue box and just wept for a long time. He knew May and Mr. Stark were waiting for him on the other side of the door, but they’d agreed to give him the time and space he needed to process the memory in private. 

Mr. Stark had said embrace his feelings. That no matter how bad he felt, how sad or angry or the grief that was sure to come, it wouldn't last. So let it come.

He appreciated the advice now, as his pain began to ebb and so did his tears. Slowly taking its place was a sense of peace, of happiness, of warmth. It was if a tiny part of the memory had stuck to his heart, bringing with it all the good and happy things that came with it. 

He came out a few minutes later and hugged May. She wasn’t crying anymore, but he could tell she had been, and held her as tight as he dared, wanted to squeeze all her broken heart pieces back together. Mr. Stark had edged away, wanting to give them space, wanting to give Peter room, and he was fiddling with BARF. 

Peter had pulled himself together pretty well, but knew he probably looked like a mess. It didn’t bother him as much as it might of, once upon a time, not after seeing everything Mr. Stark had been through. He knew his mentor would understand. “Thanks Mr. Stark. I appreciate you letting me use BARF, it was… it was really amazing.”

Mr. Stark had walked up to him as he started speaking and smiled now, an easy, truly happy smile. “No problem. It was the least I could do. We should probably do a couple scans, just to make sure there was no weird interaction. But you looked good throughout.”

“I feel good. I feel… better. I didn’t even know I didn’t feel good until I felt better, it’s weird.”

“I understand.”

“Thanks for putting that in where they say they love me, Mr. Stark.”

“What? Peter.” He paused, his own eyes a little misty. “I didn’t put anything in there kid. That was 100% your memory. They _did_ say that.”

Peter drew back, surprised, lifting his eyebrows. “But I didn’t remember that before.”

“Yeah, it’s a funny ol’ thing, but in BARF the memory can trigger an enhanced recollection. But I didn’t alter the memory, and neither did you, I didn’t program it to allow it. That’s why I made you pick a happy memory. Dr. Gregson would kill me if I even tried. It was real, Peter.”

“Thanks Mr. Stark,” Peter said around the lump in his throat.

“You’re truly welcome. Listen. There’s going to come a time, in our line of work, when it’s going to be hard. Hard to keep going. I had an ulterior motive, here, to letting you use BARF. It’s so when the going gets rough, you have a soft place to land in your mind, in your memory. So. Keep it safe, huh? Don’t forget.”

“I’ll try to remember, Mr. Stark.”

The end.


End file.
